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*
Coles Joanna

(Last) (First) (Middle)
221 CANAL STREET

(Street)
NEW YORK NY 10013

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Bark, Inc. [ BARK ]
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)
05/12/2023
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
Rule 10b5-1(c) Transaction Indication

  
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
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 05/12/2023 J(2) 2,030,237(2)(3) D (2) 0 I By Northern Star Sponsor LLC(1)
Common Stock 372,726(4) D
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
Warrants $11.5 05/12/2023 J(2) 2,279,000(2)(3) 11/13/2021 06/01/2026 Common Stock 2,279,000(2)(3) (2) 0 I By Northern Star Sponsor LLC(1)
Explanation of Responses:
1. As previously reported, the reporting person had been a managing member of Northern Star Sponsor LLC ("NS1 Sponsor") together with Jonathan Ledecky, and previously reported beneficial ownership of all shares of the Issuer's common stock ("Common Stock") and warrants to purchase Common Stock ("Warrants") held directly by NS1 Sponsor, disclaiming beneficial ownership of such securities except to the extent of her pecuniary interest therein. The reporting person ceased to be a managing member of NS1 Sponsor effective May 12, 2023.
2. On May 12, 2023, NS1 Sponsor effected an in-kind distribution of all shares of Common Stock and Warrants held directly by NS1 Sponsor to its members. With respect to the shares of Common Stock and Warrants allocable to the reporting person through her membership interests in NS1 Sponsor, on May 12, 2023, the reporting person entered into an agreement with NS1 Sponsor and Mr. Ledecky pursuant to which the parties agreed, among other things, that NS1 Sponsor would distribute in kind to Mr. Ledecky all of the shares of Common Stock and Warrants then held by NS1 Sponsor and allocable to the reporting person through her membership interests in NS1 Sponsor, except for 300,000 shares of such Common Stock to be distributed in kind to the reporting person, in exchange for cancellation of promissory notes valued at an aggregate of $14,625,000 that the reporting person had previously issued to Mr. Ledecky that were secured, in part, by her membership interests in NS1 Sponsor.
3. The remaining shares of Common Stock and Warrants distributed to the other members of NS1 Sponsor, in which the reporting person had no pecuniary interest, are not being reported herein, as the reporting person has no reporting obligation under Section 16 of the Securities Exchange Act of 1934, as amended (the "Exchange Act") for transactions in such securities.
4. Includes 300,000 shares of Common Stock that were distributed in kind to the reporting person in a transaction exempt from Section 16 pursuant to Rule 16a-13 under the Exchange Act.
/s/ Allison Koehler, Attorney in fact for Joanna Coles 07/03/2023
** 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.