Form 4 - Statement of changes in beneficial ownership of securities
May 08 2024 - 4:39PM
Edgar (US Regulatory)
SEC Form 4
FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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OMB APPROVAL |
OMB Number: |
3235-0287 |
Estimated average burden |
hours per response: |
0.5 |
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue.
See
Instruction 1(b). |
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Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10. |
1. Name and Address of Reporting Person*
5360 LEGACY DRIVE BUILDING 2 |
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(Street)
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2. Issuer Name and Ticker or Trading Symbol
Katapult Holdings, Inc.
[ KPLT ]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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Director |
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10% Owner |
X |
Officer (give title below) |
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Other (specify below) |
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Chief Operating Officer |
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3. Date of Earliest Transaction
(Month/Day/Year) 05/06/2024
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4. If Amendment, Date of Original Filed
(Month/Day/Year)
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6. Individual or Joint/Group Filing (Check Applicable Line)
X |
Form filed by One Reporting Person |
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Form filed by More than One Reporting Person |
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned |
1. Title of Security (Instr.
3)
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2. Transaction Date
(Month/Day/Year) |
2A. Deemed Execution Date, if any
(Month/Day/Year) |
3. Transaction Code (Instr.
8)
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4. Securities Acquired (A) or Disposed Of (D) (Instr.
3, 4 and 5)
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5.
Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr.
3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr.
4)
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7. Nature of Indirect Beneficial Ownership (Instr.
4)
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Code |
V |
Amount |
(A) or (D) |
Price |
Common Stock |
05/06/2024 |
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A |
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20,000
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A |
$0
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67,041 |
D |
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivative Security (Instr.
3)
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2. Conversion or Exercise Price of Derivative Security
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3. Transaction Date
(Month/Day/Year) |
3A. Deemed Execution Date, if any
(Month/Day/Year) |
4. Transaction Code (Instr.
8)
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5.
Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr.
3, 4 and 5)
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6. Date Exercisable and Expiration Date
(Month/Day/Year) |
7. Title and Amount of Securities Underlying Derivative Security (Instr.
3 and 4)
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8. Price of Derivative Security (Instr.
5)
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9.
Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr.
4)
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10. Ownership Form: Direct (D) or Indirect (I) (Instr.
4)
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11. Nature of Indirect Beneficial Ownership (Instr.
4)
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Code |
V |
(A) |
(D) |
Date Exercisable |
Expiration Date |
Title |
Amount or Number of Shares |
Explanation of Responses: |
Remarks: |
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/s/ Arthur Goss, as Attorney-in-Fact for Derek Medlin |
05/08/2024 |
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** Signature of Reporting Person |
Date |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. |
* If the form is filed by more than one reporting person,
see
Instruction
4
(b)(v). |
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations
See
18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure. |
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |
Exhibit 24
POWER OF ATTORNEY
(For Executing Form ID and Forms
3, 4 and 5)
Know all by these presents,
that the undersigned hereby constitutes and appoints each of Kimberly Dasse, Arthur Goss, and Ryan Wigdor of Katapult Holdings, Inc.,
a Delaware corporation (the “Company”) and Jennifer Conway and Nicole Brookshire of Davis Polk & Wardwell,
LLP, signing individually, the undersigned’s true and lawful attorneys-in fact and agents to:
| (1) | Prepare, execute in the undersigned’s name and on the undersigned’s behalf, and submit to
the Securities and Exchange Commission (the “SEC”), a Form ID and Forms 3, 4 and 5 (including amendments thereto
and joint filing agreements in connection therewith) in accordance with Section 16 of the Securities Exchange Act of 1934, as amended
(the “Exchange Act”), and the rules thereunder, in the undersigned’s capacity as an officer, director
or beneficial owner of more than 10% of a registered class of securities of the Company; |
| (2) | Do and perform any and all acts for and on behalf of the undersigned that may be necessary or desirable
to prepare and execute any such Form ID and Forms 3, 4 or 5 (including amendments thereto and joint filing agreements in connection therewith)
and file such forms with the SEC and any stock exchange, self-regulatory association or any similar authority; and |
| (3) | Take any other action of any type whatsoever in connection with the foregoing that, in the opinion of
such attorney-in-fact, may be of benefit to, in the best interest of, or legally required of the undersigned, it being understood that
the documents executed by the attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and
shall contain such terms and conditions as the attorney-in-fact may approve in the attorney-in-fact’s discretion. |
The undersigned hereby grants
to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary,
or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned
might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such
attorney-in-fact, or such attorney-in-fact’s substitute or substitutes, shall lawfully do or cause to be done by virtue of this
power of attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorneys-in-fact, and their
substitutes, in serving in such capacity at the request of the undersigned, are not assuming (nor is the Company assuming) any of the
undersigned’s responsibilities to comply with Section 16 of the Exchange Act.
This Power of Attorney shall
remain in full force and effect until the earliest to occur of (a) the undersigned is no longer required to file Forms 3, 4 and 5 with
respect to the undersigned’s holdings of and transactions in securities issued by the Company, (b) revocation by the undersigned
in a signed writing delivered to the Company and the foregoing attorneys-in fact or (c) as to any attorney-in-fact individually, until
such attorney-in-fact is no longer employed by the Company.
IN WITNESS WHEREOF, the undersigned
has caused this Power of Attorney to be executed as of the date written below.
Date: May 2, 2024 |
/s/ Derek Medlin |
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Derek Medlin |
Exhibit 24
POWER OF ATTORNEY
(For Executing Form ID and Forms
3, 4 and 5)
Know all by these presents,
that the undersigned hereby constitutes and appoints each of Kimberly Dasse, Arthur Goss, and Ryan Wigdor of Katapult Holdings, Inc.,
a Delaware corporation (the “Company”) and Jennifer Conway and Nicole Brookshire of Davis Polk & Wardwell,
LLP, signing individually, the undersigned’s true and lawful attorneys-in fact and agents to:
| (1) | Prepare, execute in the undersigned’s name and on the undersigned’s behalf, and submit to
the Securities and Exchange Commission (the “SEC”), a Form ID and Forms 3, 4 and 5 (including amendments thereto
and joint filing agreements in connection therewith) in accordance with Section 16 of the Securities Exchange Act of 1934, as amended
(the “Exchange Act”), and the rules thereunder, in the undersigned’s capacity as an officer, director
or beneficial owner of more than 10% of a registered class of securities of the Company; |
| (2) | Do and perform any and all acts for and on behalf of the undersigned that may be necessary or desirable
to prepare and execute any such Form ID and Forms 3, 4 or 5 (including amendments thereto and joint filing agreements in connection therewith)
and file such forms with the SEC and any stock exchange, self-regulatory association or any similar authority; and |
| (3) | Take any other action of any type whatsoever in connection with the foregoing that, in the opinion of
such attorney-in-fact, may be of benefit to, in the best interest of, or legally required of the undersigned, it being understood that
the documents executed by the attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and
shall contain such terms and conditions as the attorney-in-fact may approve in the attorney-in-fact’s discretion. |
The undersigned hereby grants
to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary,
or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned
might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such
attorney-in-fact, or such attorney-in-fact’s substitute or substitutes, shall lawfully do or cause to be done by virtue of this
power of attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorneys-in-fact, and their
substitutes, in serving in such capacity at the request of the undersigned, are not assuming (nor is the Company assuming) any of the
undersigned’s responsibilities to comply with Section 16 of the Exchange Act.
This Power of Attorney shall
remain in full force and effect until the earliest to occur of (a) the undersigned is no longer required to file Forms 3, 4 and 5 with
respect to the undersigned’s holdings of and transactions in securities issued by the Company, (b) revocation by the undersigned
in a signed writing delivered to the Company and the foregoing attorneys-in fact or (c) as to any attorney-in-fact individually, until
such attorney-in-fact is no longer employed by the Company.
IN WITNESS WHEREOF, the undersigned
has caused this Power of Attorney to be executed as of the date written below.
Date: May 2, 2024 |
/s/ Derek Medlin |
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Derek Medlin |
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