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*
Digital Transformation Sponsor LLC

(Last) (First) (Middle)
14543 GLOBAL PKWY STE 110

(Street)
FORT MYERS FL 33913

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
American Oncology Network, Inc. [ AONC ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
09/20/2023
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X 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
Class A Common Stock 09/20/2023 J 8,112,500(1) A $0.00 8,112,500 D(2)
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 09/20/2023 J 6,113,333 09/20/2023 09/20/2028 Common Stock 0 (1) 0 D(2)
1. Name and Address of Reporting Person*
Digital Transformation Sponsor LLC

(Last) (First) (Middle)
14543 GLOBAL PKWY STE 110

(Street)
FORT MYERS FL 33913

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Nazemi Kevin

(Last) (First) (Middle)
14543 GLOBAL PKWY STE 110

(Street)
FORT MYERS FL 33913

(City) (State) (Zip)
Explanation of Responses:
1. Represents Class A common stock converted into shares of Class A common stock of American Oncology Network, Inc. ("New AON") through a series of transactions pursuant to that certain Business Combination Agreement, dated June 14, 2023, as amended, by and among the Issuer, American Oncology Network, LLC, a Delaware limited liability company, GEF AON Holdings Corp., a Delaware corporation, and DTOC Merger Sub, Inc., a Delaware corporation and a direct, wholly-owned subsidiary of the Issuer.
2. Mr. Kevin Nazemi is manager of Digital Transformation Sponsor LLC (the "Sponsor"). As such, Mr. Nazemi has sole voting and dispositive power with respect to the Class A common shares of New AON owned by the Sponsor and thus is the beneficial owner of such shares.
/s/ Kevin Nazemi, Manager of Digital Transformation Sponsor LLC 09/20/2023
/s/ Kevin Nazemi 09/20/2023
** 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).
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