Sec Form 3 Filing - Torchiana Shane @ Bird Global, Inc. - 2022-01-20

Insider filing report for Changes in Beneficial Ownership
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FORM 3
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Torchiana Shane
2. Issuer Name and Ticker or Trading Symbol
Bird Global, Inc. [ BRDS]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Chief Operating Officer
(Last) (First) (Middle)
C/O BIRD GLOBAL, INC., 406 BROADWAY, SUITE 369
3. Date of Earliest Transaction (MM/DD/YY)
01/20/2022
(Street)
SANTA MONICA,, CA90401
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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
Class A Common Stock 1,603,694( 1 ) 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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(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 of Derivative Security: 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
Stock Option $ 0.16 ( 2 ) 03/18/2030 Class A Common Stock 146,596 D
Stock Option $ 0.16 ( 3 ) 03/30/2029 Class A Common Stock 74,214 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Torchiana Shane
C/O BIRD GLOBAL, INC.
406 BROADWAY, SUITE 369
SANTA MONICA,, CA90401
Chief Operating Officer
Signatures
/s/ Kevin Lee, attorney-in-fact 01/27/2022
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Includes (a) an award of 439,788 restricted stock units, all of which vest on April 20, 2022 (b) 76,865 earn-out shares that will vest in three substantially equal installments if the Issuer's Class A Common Stock achieves a price per share for any ten trading days within any 20 consecutive trading period prior to November 4, 2026 that equals or exceeds the following thresholds: $12.50, $20.00 and $30.00; (c) 750,000 earn-out shares that will vest in three substantially equal installments based on the foregoing stock price vesting conditions and subject to an additional time-based vesting requirement whereby such shares will vest in 16 substantially equal quarterly installments beginning on November 4, 2021; and (d) 250,000 restricted stock units, 25% of which will vest on December 1, 2022, with the remaining 75% vesting in 12 equal quarterly installments thereafter. Each restricted stock unit represents a contingent right to receive one share of the Issuer's Class A Common Stock.
( 2 )The option is vested with respect to 54,973 shares of Class A Common Stock and vests with respect to the remaining shares in substantially equal monthly installments until fully vested on January 31, 2024.
( 3 )The option is vested with respect to 41,230 shares of Class A Common Stock and vests with respect to the remaining shares in substantially equal monthly installments until fully vested on January 6, 2023.

Remarks:
Exhibit 24 - Power of Attorney.

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).
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