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BOSTON OMAHA Corp — Director's Dealing 2020
Nov 19, 2020
33016_dirs_2020-11-18_1ca3c1d8-a69e-4bbf-b827-0e1c09d16398.zip
Director's Dealing
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SEC Form 4 — Statement of Changes in Beneficial Ownership
Issuer: Yellowstone Acquisition Co (YSACU)
CIK: 0001823587
Period of Report: 2020-11-16
Reporting Person: Rozek Alexander Buffett (Director, Co-Chairman, Co-CEO, Co-Pres., 10% Owner)
Reporting Person: BOC Yellowstone LLC (10% Owner)
Reporting Person: BOC Yellowstone II LLC (10% Owner)
Reporting Person: BOSTON OMAHA Corp (10% Owner)
Derivative Transactions
| Date | Security | Exercise Price | Code | Shares | A/D | Expiration | Underlying | Ownership |
|---|---|---|---|---|---|---|---|---|
| 2020-11-16 | Class B common stock, par value $0.001 per share | $ | J | 206250 | Disposed | Class A common stock, par value $0.001 per share (206250) | Indirect | |
| 2020-11-16 | Class B common stock, par value $0.001 per share | $ | J | 206250 | Acquired | Class A common stock, par value $0.001 per share (206250) | Indirect |
Footnotes
F1: The Class B common stock will automatically convert into the Issuer's Class A common stock at the time of the Issuer's initial business combination on a one-for-one basis, subject to adjustment pursuant to certain anti-dilution rights, and has no expiration date.
F2: On November 16, 2020, BOC Yellowstone LLC transferred to BOC Yellowstone II LLC, its wholly owned subsidiary, 206,250 shares of Class B common stock for no consideration. Following such transfer, 206,250 of the reported shares and their applicable underlying derivative securities are held directly by BOC Yellowstone II LLC and the remaining reported shares and derivative securities are held directly by BOC Yellowstone LLC. BOC Yellowstone LLC is the sole managing member of BOC Yellowstone II LLC, and Adam K. Peterson and Alex B. Rozek are the managers of BOC Yellowstone LLC, which is owned by Boston Omaha Corporation. As such, they may be deemed to have or share beneficial ownership of the Class B common stock held directly by BOC Yellowstone LLC and BOC Yellowstone II LLC. Each such person disclaims any beneficial ownership of the reported shares other than to the extent of any pecuniary interest they may have therein, directly or indirectly.
F3: Includes up to 468,750 shares of Class B common stock held directly by BOC Yellowstone LLC that are subject to forfeiture if the underwriters in the Issuer's initial public offering do not exercise their over-allotment option in full or in part. The amount of 3,593,750 shares of Class B common stock corrects the total of 4,312,500 shares of Class B common stock as reported on the Reporting Persons' Form 3 filed with the Securities and Exchange Commission on October 21, 2020. Subsequent to the filing of such Form 3 but prior to the effectiveness of the Issuer's initial public offering, the 4,312,500 share figure was reduced to 3,593,750 shares when the size of the Issuer's initial public offering was reduced.