SCHEDULE 13D/A: Symbotic Inc. Founder Richard B. Cohen Updates Significant Beneficial Ownership Stake Following Trust Distributions and Charitable Gift

Richard B. Cohen, Symbotic Inc.'s Chairman and CEO, updated his beneficial ownership in the company through various entities, reflecting the termination of a GRAT and a charitable gift, while maintaining a substantial controlling interest.

Summary

• Richard B. Cohen and related entities (RJJRP Holdings, Inc., Richard B. Cohen Revocable Trust) collectively beneficially own 45,446,723 shares of Symbotic Inc.
• This represents 29.4% of Class A Common Stock on an as-converted basis and 7.7% of the Issuer's total outstanding common stock on a fully diluted basis, as of May 6, 2025.
• The RBC 2021 4 Year GRAT terminated on March 31, 2025, and on June 12, 2025, distributed 165,647,479 OpCo common units, 163,355,074 Class V-3 Common Stock, and 2,292,405 Class V-1 Common Stock to The RBC Millennium GST Non-Exempt Trust.
• On June 12, 2025, the Richard B. Cohen Revocable Trust made a bona fide gift of 750,000 OpCo common units and 750,000 Class V-3 Common Stock to a charitable donor-advised fund.
• The beneficial ownership calculations are based on Symbotic's outstanding shares as of May 6, 2025, as disclosed in its Form 10-Q filed May 7, 2025.

Sentiment

Score: 6

Explanation: The filing is largely neutral, detailing changes in beneficial ownership due to planned trust activities and a charitable gift. While it reflects a slight shift in direct holdings by the reporting entities, it does not indicate any negative operational or financial news for Symbotic Inc. The founder maintains significant control, which can be viewed positively for stability.

Positives

• Richard B. Cohen, the founder and CEO, maintains a significant beneficial ownership stake, indicating continued alignment with shareholder interests.
• The structured nature of the ownership through trusts and holding companies suggests long-term planning and stability in control.

Negatives

• The distribution of shares from The RBC 2021 4 Year GRAT and the charitable gift from the Richard B. Cohen Revocable Trust represent a slight reduction in direct beneficial ownership for the immediate reporting entities, though control remains consolidated under Richard B. Cohen.

Risks

• The filing does not explicitly mention new risks. The primary risk related to this type of filing is typically concentration of voting power, which is inherent in the multi-class share structure and Richard B. Cohen's significant holdings.

Future Outlook

This Schedule 13D filing primarily details changes in beneficial ownership structure and does not provide forward-looking statements or guidance regarding Symbotic Inc.'s operational or financial performance.

Industry Context

This filing is specific to the beneficial ownership structure of Symbotic Inc. by its founder and CEO, Richard B. Cohen, and related entities. It does not provide information that allows for a broader analysis of industry trends or competitors.

Corporate Governance

Related Party Transactions

• The distribution of shares from The RBC 2021 4 Year GRAT to The RBC Millennium GST Non-Exempt Trust involves entities controlled by or for the benefit of Richard B. Cohen, a related party.
• The charitable gift of shares and OpCo units from the Richard B. Cohen Revocable Trust involves an entity controlled by Richard B. Cohen, a related party.

Stakeholder Impact

• Shareholders: The filing clarifies the beneficial ownership structure and recent transfers, providing transparency on the control held by the founder. The overall control structure remains stable.
• Employees, Customers, Suppliers, Creditors: The filing does not contain information directly impacting these stakeholders.

Key Dates

Recommendation

Keywords

Symbotic Inc., Richard B. Cohen, Schedule 13D, Beneficial Ownership, Class A Common Stock, Class V-3 Common Stock, Class V-1 Common Stock, OpCo Units, Trust Distribution, Charitable Gift, Corporate Governance, SEC Filing