Form 4: Andreessen Horowitz Funds Receive Starco Brands Shares as Earn-Out from Soylent Acquisition
SEC Form 4
Andreessen Horowitz and related entities received a significant number of Starco Brands Class A Common Stock shares as an earn-out from the 2023 Soylent Nutrition acquisition.
Summary
- Andreessen Horowitz Fund IV, L.P., AH Parallel Fund IV, L.P., Andreessen Horowitz Fund III, L.P., and a16z Seed-III, LLC received Starco Brands (STCB) Class A Common Stock as earn-out shares.
- The shares were received on May 20, 2025, at no additional cost, related to the sale of Soylent Nutrition, Inc., which Starco Brands acquired in February 2023.
- The right to receive these earn-out shares became fixed and irrevocable on February 15, 2023, and was modified on March 14, 2024.
- Andreessen Horowitz Fund IV, L.P. received 38,592,602 shares, increasing its holdings to 118,633,627 shares.
- AH Parallel Fund IV, L.P. received 7,433,138 shares, increasing its holdings to 22,849,461 shares.
- Andreessen Horowitz Fund III, L.P. received 1,960,638 shares, increasing its holdings to 6,027,002 shares.
- a16z Seed-III, LLC received 100,607 shares, increasing its holdings to 309,265 shares.
- The reporting persons disclaim beneficial ownership of the securities except to the extent of their pecuniary interest.
Sentiment
Score: 7
Explanation: The sentiment is neutral to positive. The earn-out payment suggests that the acquired company met certain performance targets, which is generally a positive sign. However, the filing itself is simply a procedural disclosure.
Positives
- The receipt of earn-out shares indicates that the conditions for the earn-out related to the Soylent acquisition were met.
- Andreessen Horowitz and related entities have increased their holdings in Starco Brands.
Industry Context
Form 4 filings are standard practice for reporting changes in beneficial ownership by company insiders and major shareholders, providing transparency to the market.
Stakeholder Impact
- The increased holdings of Andreessen Horowitz may signal confidence in Starco Brands, potentially impacting shareholder sentiment positively.
Key Dates
| Date | Description |
|---|---|
| February 15, 2023 | Starco Brands acquired Soylent Nutrition, Inc. by merger; right to receive earn-out shares became fixed and irrevocable. |
| March 14, 2024 | Modification of the right to receive earn-out shares. |
| May 20, 2025 | Reporting Persons received securities for no additional cost as earn-out shares. |
| May 22, 2025 | Date of Form 4 filing. |
Keywords
Starco Brands, STCB, Andreessen Horowitz, Soylent Nutrition, Earn-out, Class A Common Stock, Beneficial Ownership, Acquisition
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