Statement of Changes in Beneficial Ownership (4)
24 December 2022 - 1:16AM
Edgar (US Regulatory)
FORM 4
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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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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0287
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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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1. Name and Address of Reporting Person
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TRAVERS JAMES M |
2. Issuer Name and Ticker or Trading Symbol
DocGo Inc.
[
DCGO
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner _____ Officer (give title below) _____ Other (specify below)
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(Last)
(First)
(Middle)
C/O DOCGO INC., 35 WEST 35TH STREET, FLOOR 6 |
3. Date of Earliest Transaction
(MM/DD/YYYY)
9/16/2022 |
(Street)
NEW YORK, NY 10001
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. 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
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V
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Amount
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(A) or (D)
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Price
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Common Stock | 9/16/2022 | | A | | 99019 (1) | A | (1) | 523159 | I | By Travers Holdings LLC (2) |
Common Stock | 11/4/2022 | | D | | 7131 (3) | D | $0.00 | 516028 | I | By Travers Holdings LLC (2) |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) |
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Warrants to purchase Common Stock | $11.5 | 9/16/2022 | | M | | | 443432 (1) | 12/5/2021 | 12/5/2026 | Common Stock | 99019 | (1) | 0 | I | By Travers Holdings LLC (2) |
Explanation of Responses: |
(1) | On August 15, 2022, pursuant to the Warrant Agreement, dated October 14, 2020 ("Warrant Agreement"), by and between Issuer and Continental Stock Transfer & Trust Company ("Continental"), Issuer issued a notice of mandatory redemption of all issued and outstanding warrants to acquire Common Stock. On September 16, 2022, immediately prior Issuer's redemption of warrants, Travers Holdings LLC exercised its 443,432 private warrants to acquire common stock on a cashless basis at a conversion ratio of 0.2233 shares of Common Stock per private warrant, as established pursuant to the terms of the Warrant Agreement. |
(2) | Securities are held by Travers Holdings LLC. Mr. Travers and Susan D. Travers are the managers of Travers Holdings and have shared voting and dispositive power over the securities of Issuer held by Travers Holdings. Mr. Travers and Susan D. Travers each disclaim beneficial ownership of these securities except to the extent of any pecuniary interest therein. |
(3) | Pursuant to Section 3.2(c)(i) of the Stock Escrow Agreement, dated August 15, 2021, by and among Issuer, Motion Acquisition LLC, and Continental Stock Transfer & Trust Company (as assigned from time to time), on November 4, 2022, Travers Holdings LLC forfeited 7,131 shares of Common Stock for no consideration. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
TRAVERS JAMES M C/O DOCGO INC. 35 WEST 35TH STREET, FLOOR 6 NEW YORK, NY 10001 | X |
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Signatures
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/s/ James M. Travers | | 12/22/2022 |
**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 control number. |
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