Statement of Changes in Beneficial Ownership (4)
December 28 2021 - 8:43AM
Edgar (US Regulatory)
FORM 4
[X]
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 OF SECURITIES
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3235-0287
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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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1. Name and Address of Reporting Person
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KHANNA ROMA |
2. Issuer Name and Ticker or Trading Symbol
Fathom Digital Manufacturing
[
ATMR
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
_____ Officer (give title below) __X__ Other (specify below)
See Remarks |
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(Last)
(First)
(Middle)
C/O ALTIMAR ACQUISITION CORP. II, 40 WEST 57TH STREET, 33RD FLOOR |
3. Date of Earliest Transaction
(MM/DD/YYYY)
12/23/2021 |
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(Street)
NEW YORK, NY 10019
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security
(Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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| Class A Common Stock | 12/23/2021 | | M(2) | | 25000 | A | (1)(2) | 17500 (1)(2) | D | |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. 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 | 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 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 |
| Class B Ordinary Shares, par value $0.0001 | (1)(2) | 12/23/2021 | | M (2) | | | 25000 | (1) | (1) | Class A Common Stock | (1)(2) | (1)(2) | 0 | D | |
| Explanation of Responses: |
| (1) | As described in the registration statement on Form S-4 (File No. 333-259639) of Altimar Acquisition Corp. II (the "Issuer"), the shares of Class B ordinary shares of the Issuer (the "Class B Ordinary Shares") held by the reporting person will automatically convert into shares of Class C common stock of Fathom Digital Manufacturing Corporation, a Delaware corporation ("Fathom") in connection with the Business Combination, after which such shares will then automatically convert into Class A common stock of Fathom (the "Class A Common Stock"), after which 7,500 shares of Class A Common Stock will be forfeited by the reporting person, in each case, on a one-for-one basis. |
| (2) | On December 23, 2021, the Issuer consummated its initial business combination with Fathom Holdco, LLC, with Fathom as the surviving entity (the "Business Combination"). In connection with the Business Combination, each Class B Ordinary Share of the Issuer ultimately converted to one share of Class A Common Stock of Fathom. |
Remarks:
As a result of the Business Combination, the reporting person has ceased to be a director of the Issuer. |
Reporting Owners
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| Reporting Owner Name / Address | Relationships |
| Director | 10% Owner | Officer | Other |
KHANNA ROMA
C/O ALTIMAR ACQUISITION CORP. II
40 WEST 57TH STREET, 33RD FLOOR
NEW YORK, NY 10019 |
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| See Remarks |
Signatures
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| /s/ Tom Wasserman, as attorney-in-fact for Roma Khanna | | 12/28/2021 |
| **Signature of Reporting Person | Date |
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