SEC FORM 3 SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF 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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1. Name and Address of Reporting Person*
PEDERSEN JORGEN

(Last) (First) (Middle)
C/O SARCOS TECHNOLOGY AND ROBOTICS CORP
650 SOUTH 500 WEST, SUITE 150

(Street)
SEATTLE WA 84101

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
04/25/2022
3. Issuer Name and Ticker or Trading Symbol
Sarcos Technology & Robotics Corp [ STRC ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Chief Operating Officer
5. 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 Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock 6,184,828(1)(2) D
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Explanation of Responses:
1. Reflects shares of common stock of Sarcos Technology and Robotics Corporation ("Sarcos") acquired on April 25, 2022, upon the completion of the acquisition of RE2, Inc., and pursuant to the Agreement and Plan of Reorganization (the "Merger Agreement") with Spiral Merger Sub I, Inc., a Delaware corporation and a wholly owned subsidiary of Sarcos, and Spiral Merger Sub II, LLC, a Delaware limited liability company and a wholly owned subsidiary of Sarcos, RE2, Inc., a Pennsylvania corporation, and Draper Triangle Ventures III, LP, a Delaware limited partnership, solely in its capacity as the agent for and on behalf of the shareholders of RE2 under the Merger Agreement. The Merger Agreement and the transactions contemplated therein, including the issuance of stock consideration, were approved by the board of directors of Sarcos.
2. The shares of common stock include (a) 1,400,000 shares subject to a right of redemption of Sarcos in the event of the reporting person's resignation without good reason or termination for cause (as such terms are defined in the reporting person's employment agreement) pursuant to that certain Redemption Rights Agreement, dated March 27, 2022, between the reporting person and Sarcos and (b) 64,844 shares to be held in escrow for a period of eighteen months pursuant to the Merger Agreement for the satisfaction of certain indemnification and purchase price adjustment provisions thereof.
Remarks:
/s/ Steve Sonne, attorney-in-fact on behalf of Jorgen Pedersen 05/05/2022
** 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 5 (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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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 Number.
POWER OF ATTORNEY

The undersigned hereby constitutes and appoints each of Julie Wolff and Steve
Sonne the undersigned's true and lawful attorney-in-fact to:

1.	execute for and on behalf of the undersigned, in the undersigned's capacity
as an affiliate of Sarcos Technology Robotics Corporation (the "Company") Forms
3, 4 and 5 and amendments thereto in accordance with Section 16(a) of the
Securities Exchange Act of 1934 (as amended) (the "Exchange Act"), as well as
any reports on Schedules 13D or 13G and amendments thereto  in accordance with
Section 13 of the Exchange Act;

2.	do and perform any and all acts and on behalf of the undersigned which may be
necessary or desirable to complete and execute any such Forms 3, 4 or 5,
Schedule 13D or Schedule 13G, or any amendment thereto, and timely file such
form and schedule with the United States Securities and Exchange Commission (the
"SEC") and any stock exchange or similar authority; and

3.	take any other action of any type whatsoever in connection with the foregoing
which, in the opinion of such attorney-in-fact, may be necessary or desirable in
connection with the foregoing authority, it being understood that the documents
executed by such attorney-in-fact on behalf of the undersigned pursuant to this
Power of Attorney shall be in such form and shall contain such terms and
conditions as such attorney-in-fact may approve.

The undersigned hereby grants to such attorney-in-fact full power and authority
to do and perform any and every act and thing whatsoever requisite, necessary,
or proper to be done in the exercise of any of the rights and powers herein
granted, as fully to all invests and purposes as the undersigned might or could
do if personal present, with full power of substitution or revocation, hereby
ratifying and confirming all that such attorney-in-fact, or such
attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be
done by virtue of this Power of Attorney and the rights and powers herein
granted.  The undersigned acknowledges that the foregoing attorney-in-fact, in
serving in such capacity at the request of the undersigned, are not assuming,
nor is the Company assuming, any of the undersigned's responsibilities to comply
with Section 16 or Section 13 of the Exchange Act.

This Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file Forms 3, 4 and 5 and/or Schedule 13D
and 13G with respect to the undersigned's holdings of and transactions in
securities issued by the Company, unless earlier revoked by the undersigned in a
signed writing delivered to the Company and the foregoing attorney-in-fact.
This Power of Attorney may be filed with the SEC as a confirming statement of
the authority granted herein.

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be
executed as of this 22nd day of April, 2022.



Signature:  /s/ Jorgen Pedersen

Name:	Jorgen Pedersen