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Burtech Acquisition Corp II (BRKH) director Bess received 12,143,904 shares

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Insider transactions reported

Lane Bess (director at Burtech Acquisition Corp II, BRKH) reported that they received 12,143,904 shares on Jan 13, 2025. After these transactions the filing shows 47,341 shares held directly and 11,653,976 shares held indirectly (By Bess Ventures and Advisory, LLC).

Reporting person
Bess Lane
Common stock and other non-derivative transactions
DateTypeSecuritySharesPriceValueHeld after
Jan 13, 2025Grant or award (A)Common Stock1+47,341--47,341 direct
Jan 13, 2025Grant or award (A)Common Stock2, 3+11,653,976--11,653,976 indirect
Jan 13, 2025Grant or award (A)Common Stock4, 5+442,587--442,587 indirect

Options and other derivatives

Options and other derivative transactions
DateTypeSecuritySharesPriceValueHeld after
Jan 13, 2025Grant or award (A)Stock OptionOn 372,613 Common Stock6, 7, 8+372,613--187,379 direct

Holdings before and after

  • Common Stock: 0 to 47,341 direct
  • Common Stock: 0 to 11,653,976 indirect, By Bess Ventures and Advisory, LLC
  • Common Stock: 0 to 442,587 indirect, By Destin Huang Irrevocable Trust
  • Stock Option: 0 to 187,379 direct

Footnotes from the filing

  1. 1. Represents Earn-Out Shares, each of which represents a contingent right to receive one share of Common Stock if the trading price of the Issuer's Common Stock exceeds certain thresholds for 20 of 30 consecutive trading days post-closing of the Issuer's business combination.
  2. 2. Represents securities received as part of the Issuer's business combination, in connection with that certain Agreement and Plan of Merger, dated as of December 22, 2023 and amended on April 22, 2024, October 24, 2024 and November 21, 2024 (the Merger Agreement ), by and between the Issuer (formerly BurTech Acquisition Corp.), BurTech Merger Sub Inc., Blaize, Inc. ( Legacy Blaize ) and for the limited purposes set forth therein, Burkhan Capital LLC. Includes 1,207,193 Earn-Out Shares. Also includes 1,500,000 shares of Common Stock that BurTech LP LLC is obligated to deliver to Bess Ventures and Advisory, LLC pursuant to two promissory notes.
  3. 3. The reporting person is the managing member and owner of Bess Ventures and Advisory, LLC and therefore may be deemed to share beneficial ownership over such shares.
  4. 4. Represents securities received as part of the Merger Agreement. Includes 52,619 Earn-Out Shares.
  5. 5. Represents securities held by the Coral Gables Trust Company, as Trustee of the Destin Huang Irrevocable Trust Dated October 19, 2021 (the Trust ). The reporting person is the Investment Fiduciary of the Trust and therefore may be deemed to share beneficial ownership over such shares.
  6. 6. Represents securities received as part of the Merger Agreement, pursuant to which securities of Legacy Blaize were automatically converted into the right to receive stock options of the Issuer as set forth in the Merger Agreement.
  7. 7. The stock option is fully vested and exercisable.
  8. 8. The stock option vests as to one third of the underlying shares on December 1, 2025 and thereafter in 24 equal monthly installments.

Transaction codes in this filing

Grant or award:
Code A marks a grant or award from the company under an exempt employee or director plan. Usually nothing is paid for it.

FAQ

What did Bess report in this BRKH Form 4?

Lane Bess (director at Burtech Acquisition Corp II, BRKH) reported that they received 12,143,904 shares on Jan 13, 2025. After these transactions the filing shows 47,341 shares held directly and 11,653,976 shares held indirectly (By Bess Ventures and Advisory, LLC).

How many BRKH shares does Bess hold after this filing?

The filing shows 47,341 shares held directly, 11,653,976 shares held indirectly (By Bess Ventures and Advisory, LLC), 442,587 shares held indirectly (By Destin Huang Irrevocable Trust) after the reported transactions. Form 4 reports only the positions it lists, so this may not be every holding.

What does transaction code A mean on an SEC Form 4?

Code A marks a grant or award from the company under an exempt employee or director plan. Usually nothing is paid for it.

Historical context for BRKH

Earlier insider filings at BRKH

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Burtech Acquisition Corp II logo
BRKH
Burtech Acquisition Corp II
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2022
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