SEC FORM 4 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
 
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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*
Reed John P

(Last) (First) (Middle)
C/O ARHAUS, INC.
51 E. HINES HILL ROAD

(Street)
BOSTON HEIGHTS OH 44236

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Arhaus, Inc. [ ARHS ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director X 10% Owner
X Officer (give title below) Other (specify below)
CEO and Chairman
3. Date of Earliest Transaction (Month/Day/Year)
12/20/2021
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
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
Class A Common Stock 12/20/2021 C 421,350 A $0 422,350 I By 1985 Trust(1)
Class A Common Stock 12/20/2021 J(2) 421,350 D $0 1,000 I By 1985 Trust(1)
Class A Common Stock 100 I As Custodian
Class A Common Stock 10,000 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
Class B Common Stock $0.0 12/20/2021 C 421,350 (3) (3) Class A Common Stock 421,350 $0 42,095,271 I By 1985 Trust
Class B Common Stock $0.0 (3) (3) Class A Common Stock 2,982,988 2,982,988 D
Class B Common Stock $0.0 (3) (3) Class A Common Stock 7,035,433 7,035,433 I By GRAT
Explanation of Responses:
1. Includes 1,000 shares originally reported on Form 4 dated December 10, 2021, as being held by John P Reed Irrevocable Trust, dated 03/25/2013. The correct name of the trust is The John P Reed Trust dated 04/29/1985, as amended (the "1985 Trust").
2. As reported on a Form 8-K filed by Arhaus, Inc. (the "Company"), on December 21, 2021, in connection with the Company's recent initial public offering, the Reporting Person transferred shares to certain employees of the Company to recognize their contributions to the Company.
3. Class B Common Stock is convertible into an equal number of shares of Class A Common Stock at any time, at the holder's election, and it is automatically convertible upon the terms and conditions set forth in the Issuer's Amended and Restated Certificate of Incorporation, and has no expiration date.
Remarks:
/s/ Suzanne Hanselman Attorney-in-Fact 12/21/2021
** 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).
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