Form 4: Symbotic CEO Richard Cohen Reports Significant Trust-Related Share Transfers and Charitable Gift

Symbotic Inc. CEO Richard B. Cohen filed a Form 4 detailing the distribution of over 165 million shares and units from a terminating GRAT to another trust, alongside a charitable gift of 750,000 shares and units.

Summary

• Richard B. Cohen, Symbotic Inc.'s Board Chair, President, and CEO, filed a Form 4 detailing changes in his beneficial ownership.
• On June 12, 2025, The RBC 2021 4 Year GRAT, which terminated on March 31, 2025, distributed its remainder to The RBC Millennium GST Non-Exempt Trust.
• This distribution included 2,292,405 shares of Class V-1 Common Stock, 163,355,074 shares of Class V-3 Common Stock, and 165,647,479 Symbotic Holdings Units.
• Mr. Cohen disclaims beneficial ownership of these distributed securities except to the extent of his pecuniary interest.
• Additionally, on June 12, 2025, Mr. Cohen's Richard B. Cohen Revocable Trust made a bona fide gift of 750,000 Class V-3 Common Stock shares and 750,000 Symbotic Holdings Units to a charitable donor-advised fund.
• Following these transactions, Mr. Cohen's indirect beneficial ownership includes shares and units held by the Richard B. Cohen Revocable Trust (1,681,133 Class V-3 and Symbotic Holdings Units), RJJRP Holdings, Inc. (2,215,990 Class V-1, 41,549,600 Class V-3, and 43,765,590 Symbotic Holdings Units), and Spousal Shares (520,835 Class V-1, 165,419,975 Class V-3, and 165,940,810 Symbotic Holdings Units), though he disclaims voting/investment control over Spousal Shares.
• Class V-1 and V-3 Common Stock have no economic rights but carry 1 and 3 votes per share, respectively. Symbotic Holdings Units are redeemable for Class A Common Stock, which has economic rights.

Sentiment

Score: 6

Explanation: The sentiment is neutral to slightly positive. While large numbers of shares were 'disposed' from one entity, they were transferred to other trusts or given charitably, indicating planned estate management and philanthropy rather than a negative outlook on the company. The CEO maintains significant indirect ownership.

Positives

• The transactions primarily involve transfers between trusts and a charitable gift, indicating estate planning and philanthropic activities rather than open market sales for personal liquidity.
• Richard B. Cohen maintains significant indirect beneficial ownership in Symbotic Inc. through various entities, demonstrating continued alignment with shareholder interests.

Negatives

• The disposition of a large number of shares and units from the GRAT, while a planned event, represents a shift in direct beneficial ownership for Mr. Cohen, even if indirect ownership is maintained through other trusts.

Future Outlook

NA

Industry Context

This Form 4 filing details an insider transaction specific to Symbotic Inc. and its CEO, Richard B. Cohen. It does not provide information relevant to broader industry trends or competitive landscape analysis.

Related Party Transactions

• The distribution of securities from The RBC 2021 4 Year GRAT to The RBC Millennium GST Non-Exempt Trust involves entities related to Richard B. Cohen.
• The gift of securities from the Richard B. Cohen Revocable Trust to a charitable donor-advised fund is a transaction involving an entity controlled by Mr. Cohen.
• Richard B. Cohen's indirect beneficial ownership through RJJRP Holdings, Inc. and Spousal Shares (The RBC Millennium Trust and Jill Cohen Mill Trust) represents related party interests.

Stakeholder Impact

• Shareholders: The transactions primarily involve internal transfers between trusts and a charitable gift by a key insider. While a large number of shares are involved, these are not open market sales that would directly impact liquidity or price pressure. The CEO's continued significant indirect ownership may be viewed positively as alignment of interests.
• Employees, Customers, Suppliers, Creditors: These transactions are unlikely to have any direct impact on these stakeholders as they relate to personal estate planning and philanthropy of an executive, not operational or financial changes of the company.

Key Dates

Recommendation

Keywords

Symbotic Inc., SYM, Richard B. Cohen, SEC Form 4, Insider Transaction, Beneficial Ownership, Trust Distribution, Charitable Gift, Class V-1 Common Stock, Class V-3 Common Stock, Symbotic Holdings Units, Corporate Governance