Symbotic Inc. appointed new CEO

Item 5.02 
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers


Executive Officers and Directors 

Upon the consummation of the Business Combination, and in accordance with the terms of the Merger Agreement, each executive officer of SVF ceased serving in such capacities, and Ioannis Pipilis, Navneet Govil, Michael Carpenter, Michael Tobin and Cristiana Falcone ceased serving on the Company's board of directors.

Effective as of the Closing, Richard B. Cohen, Michael J. Loparco, Rollin Ford, Charles Kane, Todd Krasnow, Vikas J. Parekh, Michael Rhodin and Merline Saintil were appointed as directors of the Company, to serve until the end of their respective terms and until their successors are elected and qualified. The Board appointed Messrs. Kane, Ford and Parekh to serve on the Audit Committee, with Mr. Kane as chair and qualifying as an audit committee financial expert, as such term is defined in Item 407(d)(5) of Regulation S-K. The Board appointed Ms. Saintil and Messrs. Krasnow and Rhodin to serve on the Compensation Committee, with Mr. Krasnow as chair. The Board appointed Ms. Saintil and Messrs. Ford and Parekh to serve on the Nominating Committee, with Ms. Saintil as chair.

Effective as of the Closing, each of Messrs. Pipilis and Govil resigned as the Chairman and Chief Executive Officer and Chief Financial Officer, respectively. Effective as of the Closing, the Board appointed Mr. Cohen to serve as President and Chief Product Officer, Mr. Loparco to serve as Chief Executive Officer, Mr. William M. Boyd III to serve as Chief Strategy Officer, Mr. Thomas Ernst to serve as Chief Financial Officer and Treasurer, Mr. Corey C. Dufresne to serve as Vice President, General Counsel and Secretary, Mr. Michael Dunn to serve as Vice President, Sales, Marketing & Product Strategy, Mr. George Dramalis to serve as Chief Information Officer and Mr. Evan Pennell to serve as Vice President, Product.

Reference is also made to the disclosure described in the Proxy Statement/Prospectus in the section titled "Proposal No. 5-The Director Election Proposal" beginning on page 126 and "Management of the Post-Combination Company" beginning on page 215 of the Proxy Statement/Prospectus for biographical information about each of the directors and executive officers following the Business Combination, which is incorporated herein by reference.

2022 Omnibus Incentive Award Plan 

On June 7, 2022, the Incentive Plan became effective. Symbotic has reserved a total of 59,800,928 shares of Symbotic Class A common stock for issuance pursuant to the Incentive Plan. The initial aggregate number of shares of Symbotic Class A Common Stock available for issuance under the Incentive Plan is 59,800,928, subject to certain adjustments set forth therein.

A description of the Incentive Plan is set forth in the section entitled "Proposal No. 8-The Incentive Compensation Plan Proposal" beginning on page 133 of the Proxy Statement/Prospectus, which is incorporated herein by reference. A copy of the full text of the Incentive Plan is filed as Exhibit 10.5 hereto and is incorporated herein by reference.


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2022 Employee Stock Purchase Plan 

On June 7, 2022, the ESPP became effective. Symbotic has reserved a total of 1,266,604 shares of Symbotic Class A Common Stock for issuance pursuant to the ESPP, subject to certain adjustments set forth therein. The initial aggregate number of shares of Symbotic Class A Common Stock available for issuance under the ESPP is 1,266,604, subject to certain adjustments set forth therein.

A description of the ESPP is set forth in the section entitled "Proposal No. 9-The ESPP Proposal" beginning on page 139 of the Proxy Statement/Prospectus, which is incorporated herein by reference. A copy of the full text of the ESPP is filed as Exhibit 10.8 hereto and is incorporated herein by reference.