Local Bounti Corporation - Amendment No. 3 to Schedule 13D

This filing details an amendment to the Schedule 13D for Local Bounti Corporation, primarily concerning a March 2026 Purchase Agreement. U.S. Bounti acquired a convertible note with a $15,000,000 principal balance and a warrant to purchase 5,500,000 shares of common stock. The note bears interest at 7.0% annually, with semi-annual PIK interest payments and potential quarterly cash interest payments starting in 2029. The note is convertible into common stock at $2.50 per share, with automatic conversion of 50% on the fourth anniversary and the remainder on the maturity date in March 2031, unless certain conditions allow for cash repayment. The company is seeking stockholder approval to issue shares related to the note and warrant, as required by the NYSE. Live Oak Ventures, LLC holds 858,284 shares, representing 3.9% ownership. Charles R. Schwab, through various entities, holds significant beneficial interest, with U.S. Bounti, LLC holding 16,772,241 shares (74.7%) potentially including shares from the note and warrant, subject to stockholder approval.