4//SEC Filing
Fahimi Kasra Sy 4
Accession 0001209191-22-060825
CIK 0001839608other
Filed
Dec 11, 7:00 PM ET
Accepted
Dec 12, 8:42 PM ET
Size
10.9 KB
Accession
0001209191-22-060825
Insider Transaction Report
Form 4
Fahimi Kasra Sy
Chief Operating Officer
Transactions
- Award
Earnout Shares
2022-12-08+6,334→ 6,334 totalExp: 2029-12-08→ Common Stock (6,334 underlying) - Award
Stock Options
2022-12-08+720,569→ 720,569 totalExercise: $3.93Exp: 2032-05-09→ Common Stock (720,569 underlying) - Award
Common Stock
2022-12-08+25,571→ 25,571 total
Footnotes (3)
- [F1]Received in connection with the Issuer's business combination (the "Business Combination") with Getaround, Inc. ("Legacy Getaround") in accordance with the terms of the Agreement and Plan of Merger dated as of May 11, 2022 (the "Merger Agreement"), by and among the Issuer (f/k/a InterPrivate II Acquisition Corp.), TMPST Merger Sub I, Inc., TMPST Merger Sub II, LLC and Legacy Getaround. Pursuant to the terms of the Merger Agreement, each outstanding share of Legacy Getaround common stock was entitled to receive 0.320253 shares of Common Stock and certain earnout shares of Common Stock ("Earnout Shares"). The Business Combination closed on December 8, 2022 (the "Closing Date").
- [F2]Received in connection with the Business Combination in exchange for options to acquire 2,250,000 shares of Legacy Getaround common stock for $1.26 per share, of which 37.5% will vest and become exercisable on March 21, 2023, and the remainder will thereafter continue to vest and become exercisable in equal installments monthly until March 21, 2026, subject to the continuous service of the Reporting Person on each vesting date.
- [F3]Upon consummation of the Business Combination, the Reporting Person received the right to acquire shares of Common Stock as follows if, at any time during the period following the Closing Date and expiring on the seventh anniversary of the Closing Date, the volume-weighted average price of Common Stock equals or exceeds the respective price for any 20 trading days within any 30 consecutive trading days: 10.0% of the Earnout Shares at $13.50; 10.0% of the Earnout Shares at $17.00; 13.3% of the Earnout Shares at $25.00; 16.7% of the Earnout Shares at $30.00; 16.7% of the Earnout Shares at $37.00; 16.7% of the Earnout Shares at $46.00; and 16.7% of the Earnout Shares at $55.00.
Documents
Issuer
InterPrivate II Acquisition Corp.
CIK 0001839608
Entity typeother
Related Parties
1- filerCIK 0001956765
Filing Metadata
- Form type
- 4
- Filed
- Dec 11, 7:00 PM ET
- Accepted
- Dec 12, 8:42 PM ET
- Size
- 10.9 KB