UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
SARCOS TECHNOLOGY AND ROBOTICS CORPORATION
(Name of Issuer)
Common Stock, par value $0.0001 per share
(Title of Class of Securities)
80359A106
(CUSIP Number)
September 24, 2021
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this schedule is filed:
☐ Rule 13d-1(b)
☐ Rule 13d-1(c)
☒ Rule 13d-1(d)
| * | The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page. |
The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
| 1 |
NAME OF REPORTING PERSON
Schlumberger N.V. (Schlumberger Limited) | |||||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions) (a) ☐ (b) ☒
| |||||
| 3 | SEC USE ONLY
| |||||
| 4 | CITIZENSHIP OR PLACE OF ORGANIZATION
Curaçao | |||||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 | SOLE VOTING POWER
0 | ||||
| 6 | SHARED VOTING POWER
8,034,041 Common Shares | |||||
| 7 | SOLE DISPOSITIVE POWER
0 | |||||
| 8 | SHARED DISPOSITIVE POWER
8,034,041 Common Shares | |||||
| 9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
8,034,041 Common Shares | |||||
| 10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (see instructions)
☐ | |||||
| 11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
5.63%* | |||||
| 12 | TYPE OF REPORTING PERSON
HC | |||||
| * | Based on 142,718,497 Common Shares outstanding as of September 24, 2021, as reported on the Form 8-K submitted by the Issuer to the Securities and Exchange Commission (the “SEC”) on September 30, 2021. |
| 1 |
NAME OF REPORTING PERSON
Schlumberger B.V. | |||||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions) (a) ☐ (b) ☒
| |||||
| 3 | SEC USE ONLY
| |||||
| 4 | CITIZENSHIP OR PLACE OF ORGANIZATION
Netherlands | |||||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 | SOLE VOTING POWER
0 | ||||
| 6 | SHARED VOTING POWER
8,034,041 Common Shares | |||||
| 7 | SOLE DISPOSITIVE POWER
0 | |||||
| 8 | SHARED DISPOSITIVE POWER
8,034,041 Common Shares | |||||
| 9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
8,034,041 Common Shares | |||||
| 10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (see instructions)
☐ | |||||
| 11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
5.63%* | |||||
| 12 | TYPE OF REPORTING PERSON
HC | |||||
| * | Based on 142,718,497 Common Shares outstanding as of September 24, 2021, as reported on the Form 8-K submitted by the Issuer to the SEC on September 30, 2021. |
| 1 |
NAME OF REPORTING PERSON
Schlumberger Holdings Corporation | |||||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions) (a) ☐ (b) ☒
| |||||
| 3 | SEC USE ONLY
| |||||
| 4 | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware, United States | |||||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 | SOLE VOTING POWER
0 | ||||
| 6 | SHARED VOTING POWER
8,034,041 Common Shares | |||||
| 7 | SOLE DISPOSITIVE POWER
0 | |||||
| 8 | SHARED DISPOSITIVE POWER
8,034,041 Common Shares | |||||
| 9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
8,034,041 Common Shares | |||||
| 10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (see instructions)
☐ | |||||
| 11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
5.63%* | |||||
| 12 | TYPE OF REPORTING PERSON
HC | |||||
| * | Based on 142,718,497 Common Shares outstanding as of September 24, 2021, as reported on the Form 8-K submitted by the Issuer to the SEC on September 30, 2021. |
| 1 |
NAME OF REPORTING PERSON
Schlumberger Technology Corporation | |||||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions) (a) ☐ (b) ☒
| |||||
| 3 | SEC USE ONLY
| |||||
| 4 | CITIZENSHIP OR PLACE OF ORGANIZATION
Texas, United States | |||||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 | SOLE VOTING POWER
0 | ||||
| 6 | SHARED VOTING POWER
8,034,041 Common Shares | |||||
| 7 | SOLE DISPOSITIVE POWER
0 | |||||
| 8 | SHARED DISPOSITIVE POWER
8,034,041 Common Shares | |||||
| 9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
8,034,041 Common Shares | |||||
| 10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (see instructions)
☐ | |||||
| 11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
5.63%* | |||||
| 12 | TYPE OF REPORTING PERSON
CO | |||||
| * | Based on 142,718,497 Common Shares outstanding as of September 24, 2021, as reported on the Form 8-K submitted by the Issuer to the SEC on September 30, 2021. |
| Item 1. | |
| (a) | Name of Issuer: |
Sarcos Technology and Robotics Corporation
| (b) | Address of Issuer’s Principal Executive Offices: |
360 Wakara Way
Salt Lake City, Utah, USA
| Item 2. | |
| (a) | Name of Person Filing: |
This Schedule 13G is being jointly filed on behalf of the following persons (collectively, the “Reporting Persons”):
| (i) | Schlumberger N.V. (Schlumberger Limited), a corporation formed under the laws of Curaçao (“Schlumberger Limited”); |
| (ii) | Schlumberger B.V., a corporation formed under the laws of the Netherlands (“Schlumberger BV”); |
| (iii) | Schlumberger Holdings Corporation, a corporation formed under the laws of Delaware, United States (“SHC”); and |
| (iv) | Schlumberger Technology Corporation, a corporation formed under the laws of Texas, United States (“STC”). |
Schlumberger Limited is the sole stockholder of Schlumberger BV. Schlumberger BV is the sole stockholder of SHC. SHC is the sole stockholder of STC.
| (b) | Address of Principal Business Office: |
The business address of Schlumberger Limited for purposes of this Schedule 13G is 5599 San Felipe, 17th Floor, Houston, Texas 77056. The business address of Schlumberger BV is Parkstraat 83, 2514 JG The Hague, Netherlands. The business address of each of SHC and STC is 300 Schlumberger Drive, Sugar Land, Texas 77478.
| (c) | Citizenship: |
Schlumberger Limited is organized under the laws of Curaçao. Schlumberger BV is organized under the laws of the Netherlands. SHC is organized under the laws of Delaware. STC is organized under the laws of Texas.
| (d) | Title of Class of Securities: |
Common Stock
| (e) | CUSIP Number: |
80359A106
| Item 3. | If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a: |
Not applicable.
| Item 4. | Ownership. |
The information required by Items 4(a)-(c) is set forth in Rows 5-11 of the cover pages hereto for each Reporting Person and is incorporated herein by reference for each such Reporting Person.
As of the date hereof, STC directly holds 8,034,041 Common Shares, constituting approximately 5.63% of the 142,718,497 Common Shares outstanding as of September 24, 2021, as reported on the Form 8-K submitted by the Issuer to the SEC on September 30, 2021. Since SHC controls STC, it is deemed to beneficially own the Common Shares held directly by STC. Since Schlumberger BV controls SHC, it is deemed to beneficially own the Common Shares held directly by STC. Since Schlumberger Limited controls Schlumberger BV, it is deemed to beneficially own the Common Shares held directly by STC.
On October 4, 2021, the Reporting Persons entered into a Joint Filing Agreement relating to the filing of this Schedule 13G, a copy of which is annexed hereto as Exhibit 99.1.
| Item 5. | Ownership of Five Percent or Less of a Class. |
Not applicable.
| Item 6. | Ownership of More than Five Percent on Behalf of Another Person. |
Not applicable.
| Item 7. | Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company. |
Not applicable.
| Item 8. | Identification and Classification of Members of the Group. |
Not applicable.
| Item 9. | Notice of Dissolution of a Group. |
Not applicable.
| Item 10. | Certification. |
Not applicable.
SIGNATURES
After reasonable inquiry and to the best of my knowledge and belief, each of the undersigned certifies that the information set forth in this Schedule 13G is true, complete, and correct.
Date: October 4, 2021
| Schlumberger Limited | ||
| By: | /s/ Samantha Blons | |
| Name: | Samantha Blons | |
| Title: | Assistant Secretary | |
| Schlumberger B.V. | ||
| By: | /s/ Eileen Hardell | |
| Name: | Eileen Hardell | |
| Title: | Secretary | |
| Schlumberger Holdings Corporation | ||
| By: | /s/ Siobhan Galbraith | |
| Name: | Siobhan Galbraith | |
| Title: | Secretary | |
| Schlumberger Technology Corporation | ||
| By: | /s/ Arindam Bhattacharya | |
| Name: | Arindam Bhattacharya | |
| Title: | Vice President | |
Exhibit 99.1
JOINT FILING AGREEMENT
In accordance with Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, the persons below agree to the joint filing on behalf of each of them of a Statement on Schedule 13G, and any and all amendments thereto, with regard to the beneficial ownership of shares of common stock, par value $0.0001 per share, of Sarcos Technology and Robotics Corporation, a Delaware corporation, and further agree that this Joint Filing Agreement be included as an exhibit to the Statement on Schedule 13G. In evidence thereof the undersigned hereby execute this Agreement as of the 4th day of October, 2021.
| Schlumberger Limited | ||
| By: | /s/ Samantha Blons | |
| Name: | Samantha Blons | |
| Title: | Assistant Secretary | |
| Schlumberger B.V. | ||
| By: | /s/ Eileen Hardell | |
| Name: | Eileen Hardell | |
| Title: | Secretary | |
| Schlumberger Holdings Corporation | ||
| By: | /s/ Siobhan Galbraith | |
| Name: | Siobhan Galbraith | |
| Title: | Secretary | |
| Schlumberger Technology Corporation | ||
| By: | /s/ Arindam Bhattacharya | |
| Name: | Arindam Bhattacharya | |
| Title: | Vice President | |