Northern Star Acquisition Corp.

She also receives 37,500 restricted stock units and 37,500 options under the 2021 Equity Incentive Plan, 25% vesting September 10, 2027 and the rest quarterly over twelve quarters, plus a $100,000 sign-on bonus paid half on start and half a quarter later. Her severance agreement pays twelve months salary on an involuntary termination, or two times salary plus target bonus with full time-based vesting acceleration and 24 months COBRA if it falls six months before or eighteen months after a change in control.

Five amendments in, the registered ceiling has not moved and is still described only as a good faith estimate of the maximum to be issued or reserved for issuance to BARK's securityholders, so no settled share count has appeared for a holder to size the dilution against. The $13.87 price is still the January 25, 2021 high-low average and is used only to compute the fee. The fee footnote repeats that the Class A common stock will be the registrant's sole class of common stock after the business combination.

The consideration pool is fixed at 150,000,000 shares and the Exchange Ratio is that number divided by BARK's fully-diluted share count immediately before the effective time — so every additional BARK instrument dilutes BARK's own holders rather than Northern Star's. The estimated ratio of approximately 8.7479 is printed in brackets, and the filing states the exact ratio will not be known until closing and therefore will not be known at the annual meeting where stockholders vote. BARK's options and warrants are assumed and converted at that same ratio.

Nothing a Northern Star stockholder votes on changed, and the proxy statement/prospectus is not in this document — a reader looking here for the terms of the BarkBox transaction will not find them and must read the amendment that carries them. The facing page still shows the fee table: 155,000,000 shares of common stock at $13.87, the average of the high and low prices of the registrant's Class A common stock on January 25, 2021, for $2,149,850,000, with the fee previously paid. The exhibit index is the substance of the filing.

The registered ceiling has not moved between versions and is still described as a good faith estimate of the maximum to be issued or reserved for issuance to BARK's securityholders, so no settled share count has appeared. The $13.87 price is still the January 25, 2021 high-low average, two months old by the date of this filing, and is used only to compute the fee. The fee footnote repeats that the Class A common stock will be the registrant's sole class of common stock after the business combination.

The exchange ratio is 150,000,000 divided by BARK's fully diluted common stock immediately before the merger, and the filing says plainly that the exact ratio will not be known until the closing and accordingly will not be known at the annual meeting where holders vote on it; the estimate of approximately 8.7502 is printed in brackets. BARK's options and warrants are assumed and converted at that same ratio rather than cashed out. The 155,000,000 registered is a good faith estimate of the maximum issued or reserved for BARK's security holders.

What changed: The filing reports that Jim McGinty resigned from the Board of Directors of BARK, Inc., effective August 21, 2026. The resignation was not due to any disagreement with management, operations, policies, or procedures. Consequently, the size of the Board is decreasing from eight to seven members. Why it matters: This document details a change in corporate governance and board composition for BARK, Inc. It does not contain information regarding STIC (Northern Star Acquisition Corp.), as STIC is noted as closed; therefore, there are no redemption deadlines, trust values, extensions, or deal progress updates relevant to the SPAC investor profile contained within this specific filing.