SEC FORM 4 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
 
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
Speyer Robert J.

(Last) (First) (Middle)
C/O LATCH, INC.
508 WEST 26TH STREET, SUITE 6G

(Street)
NEW YORK NY 10001

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Latch, Inc. [ LTCH ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
06/10/2022
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 06/10/2022 A 98,684(1) A $0 135,148 D
Common Stock 06/10/2022 A 26,316(2) A $0 161,464 D
Common Stock 7,380,000(3) I By TS Innovation Acquisitions Sponsor, L.L.C.(4)
Common Stock 163,223 I By Innovation Club Latch Holding, L.L.C.(5)
Common Stock 49,164 I By Madison Rock Investment, LP(6)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction 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 (Month/Day/Year) 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: 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
Explanation of Responses:
1. Represents restricted stock units ("RSUs") granted to the reporting person on June 10, 2022. All of such RSUs will vest, and an equal number of shares of common stock will be deliverable to the reporting person, on the earlier of June 10, 2023 or immediately prior to the election of the nominees for director at the 2023 annual meeting of stockholders of the Issuer.
2. Represents RSUs granted to the reporting person on June 10, 2022 that such reporting person elected to receive in place of an annual cash retainer for service on the Issuer's board of directors. The RSUs vest in equal installments on July 1, 2022, October 1, 2022, January 1, 2023 and April 1, 2023.
3. 10% of such shares are subject to vesting if the VWAP of the Issuer's shares of Common Stock equals or exceeds $14.00 for any 20 trading days within a 30 trading day period on or prior to the fifth anniversary of the business combination of TS Innovation Acquisitions Corp. and Latch Systems, Inc. (formerly known as Latch, Inc.). In the event the Issuer enters into a binding agreement on or before such date related to certain sale transactions involving the shares of Common Stock or all or substantially all of its assets, all unvested shares shall vest on the day prior to the closing of such sale if the per share price implied in such sale meets or exceeds $14.00.
4. The sole manager of TS Innovation Acquisitions Sponsor, L.L.C. is Tishman Speyer Properties, L.P. The general partner of Tishman Speyer Properties, L.P. is Tishman Speyer Properties, Inc. The Reporting Person is a co-trustee of a voting trust that holds all voting common stock in Tishman Speyer Properties, Inc. and therefore may be deemed to share voting and investment power with respect to the securities reported herein. The Reporting Person disclaims any beneficial ownership of such securities, except to the extent of any pecuniary interest therein.
5. Speyer GP Holdings, LLC is the general partner of Madison Rock Investment, LP, which is the managing member of Innovation Club Latch Holding, L.L.C. The Reporting Person is a managing member of Speyer GP Holdings, LLC. As a result, the Reporting Person may be deemed to share beneficial ownership over the shares held by Innovation Club Latch Holding, L.L.C., but disclaims beneficial ownership except to the extent of any pecuniary interests therein.
6. Speyer GP Holdings, LLC is the general partner of Madison Rock Investment, LP. The Reporting Person is a managing member of Speyer GP Holdings, LLC. As a result, the Reporting Person may be deemed to share beneficial ownership over the shares held by Madison Rock Investment, LP, but disclaims beneficial ownership except to the extent of any pecuniary interests therein.
Remarks:
/s/ Priyen Patel, Attorney-in-fact 06/14/2022
** 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 Number.