04/22/2026 | Press release | Distributed by Public on 04/22/2026 16:06
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FORM 4
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES 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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| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
| 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 control number. | SEC 1474 (9-02) | ||
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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 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) |
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| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Private Placement Warrants | $11.5 | 05/08/2026 | 04/08/2031 | Class A Common Stock | 75,000 | 75,000 | I | By Haymaker Sponsor IV, LLC(2) | |||||||
| Restricted Stock Units | (3) | (3) | (3) | Class A Common Stock | 200,000 | 200,000 | D | ||||||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
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HEYER ANDREW R 3024 ROYAL PALM WAY, SUITE 300-I PALM BEACH, FL 33480 |
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| /s/ Andrew R. Heyer | 04/22/2026 | |
| **Signature of Reporting Person | Date |
| * | 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). |
| (1) | Represents 48,000 restricted shares of Class A Common Stock, par value $0.0001 per share ("Class A Common Stock"), of Suncrete, Inc. (the "Issuer") with time-based vesting criteria granted to Mr. Heyer under the Suncrete, Inc. 2026 Omnibus Incentive Plan that vest as follows: (i) 32,000 shares on April 20, 2028 and (ii) 16,000 shares on April 20, 2029; provided, that Mr. Heyer is providing services to the Issuer through each such date. Under the terms of the award agreement, Mr. Heyer has sole voting power with respect to the shares. |
| (2) | Consists of shares and private placement warrants held by Haymaker Sponsor IV, LLC ("Haymaker Sponsor"). Mr. Heyer is a managing member of Haymaker Sponsor and may be deemed to have beneficial ownership of the securities held directly by Haymaker Sponsor. Mr. Heyer disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein. This report shall not be deemed an admission that Mr. Heyer is the beneficial owner of such securities for purposes of Sections 13 and 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose. |
| (3) | Represents restricted stock units ("RSUs") of the Issuer awarded to Mr. Heyer upon closing of business combination agreement, dated as of October 9, 2025, by and between the Issuer and Haymaker Acquisition Corp. 4, among others. The RSUs will vest in two equal installments, with one-half vesting on each of the first two anniversaries of the date of grant, provided that Mr. Heyer is providing certain services to the Issuer through such date. |