Symbotic Inc. — Director's Dealing 2023

Jul 25, 2023

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Symbotic Inc. (SYM)
CIK: 0001837240
Period of Report: 2023-07-23

Reporting Person: SVF II SPAC Investment 3 (DE) LLC (10% Owner)
Reporting Person: SVF II Holdings (DE) LLC (10% Owner)
Reporting Person: SVF II Aggregator (Jersey) L.P. (10% Owner)
Reporting Person: SOFTBANK VISION FUND II-2 L.P. (10% Owner)
Reporting Person: SB Global Advisers Ltd (10% Owner)
Reporting Person: SB Northstar GP (10% Owner)
Reporting Person: SB Management Ltd (10% Owner)
Reporting Person: SOFTBANK GROUP CORP. (10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2023-07-23	Class A Common Stock	P	17825312	$28.05	Acquired	17825312	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2023-07-23	Common Stock Warrants (right to buy)	$41.9719	J	11434360	Acquired		Class A Common Stock (11434360)	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Class A Common Stock	20000000	Indirect
Class A Common Stock	2000000	Indirect

Footnotes

F1: Pursuant to that certain Stock Purchase Agreement, dated as of July 23, 2023, by and among The RBC Millennium Trust, the Richard B. Cohen Revocable Trust (together with The RBC Millennium Trust, the "Sellers") and SVF II Strategic Investments AIV LLC ("SSI AIV"), SSI AIV purchased an aggregate of 17,825,312 shares of Class A common stock of the issuer from the Sellers for an aggregate purchase price of $500 million.

F2: SoftBank Group Corp. ("SoftBank"), which is a publicly traded company listed on the Tokyo Stock Exchange, is the sole shareholder of SB Global Advisers Limited ("SBGA"), which has been appointed as manager and is exclusively responsible for making final decisions related to the acquisition, structuring, financing and disposal of SoftBank Vision Fund II-2 L.P.'s investments, including as held by SVF II SPAC Investment 3 (DE) LLC. SoftBank Vision Fund II-2 L.P. is the sole limited partner of SVF II Aggregator (Jersey) L.P., which is the sole member of SVF II Holdings (DE) LLC, which is the sole member of SVF II SPAC Investment 3 (DE) LLC. SoftBank is the parent company of SB Northstar GP, which is the general partner of SB Northstar LP. (Footnote continued in Footnote 3)

F3: (Continued from Footnote 2) SoftBank is the parent company of SSI AIV, which is the sole stockholder of Sunlight Investment Corp. As a result of these relationships, each of the foregoing entities may be deemed to share beneficial ownership of the securities reported herein.

F4: The warrants were issued pursuant to that certain Framework Agreement, dated as of July 23, 2023, by and among the issuer, Symbotic Holdings LLC, Symbotic LLC, Sunlight Investment Corp., SSI AIV and GreenBox Systems LLC.

F5: Exercise of the warrants is subject to certain conditions set forth in the warrant, including the satisfaction of certain funding obligations pursuant to that certain Master Services, License and Equipment Agreement, dated as of July 23, 2023, by and between GreenBox Systems LLC and Symbotic LLC (the "MSLEA").

F6: The warrants expire on the later of (i) expiration of the term of the MSLEA and (ii) the date that is the 36-month anniversary of the date on which the warrant vested with respect to the applicable shares. The term of the MSLEA expires on July 23, 2027 unless earlier terminated pursuant to the terms of the MSLEA; provided that the term may be extended by GreenBox Systems LLC until July 23, 2029, subject to certain conditions.