4//SEC Filing
Boris David 4
Accession 0001213900-21-034839
CIK 0001784168other
Filed
Jun 28, 8:00 PM ET
Accepted
Jun 29, 8:20 PM ET
Size
11.5 KB
Accession
0001213900-21-034839
Insider Transaction Report
Form 4
Boris David
DirectorCo-CEO and CFO10% Owner
Transactions
- Conversion
Class B Common Stock
2021-06-25−6,250,000→ 0 total(indirect: By LLC)→ Common Stock (6,250,000 underlying) - Award
Private Placement Warrants
2021-06-25$10.00/sh+205,416$2,054,160→ 205,416 total(indirect: By LLC)Exercise: $11.50→ Common Stock (205,416 underlying) - Conversion
Common Stock
2021-06-25+6,250,000→ 6,250,000 total(indirect: By LLC)
Footnotes (4)
- [F1]In connection with the closing (the "Closing") of the business combination (the "Business Combination") between the Issuer (which was formerly known as Forum Merger III Corporation or "Forum") and Electric Last Mile, Inc. ("ELM"), among other things, each share of Forum's Class B common stock converted pursuant to the terms of such stock into shares of the Issuer's common stock on a one-for-one basis.
- [F2]Includes 616,250 shares of common stock included in the Private Placement Units, as described under the heading "Description of Securities" in Forum's registration statement on Form S-1 (File No. 333-240171), each of which separated into its component parts in connection with the Closing. Mr. Boris previously reported ownership of such shares under Section 16 of the Securities Exchange Act of 1934 (the "Exchange Act") as Class A Common Stock, which was renamed Common Stock at Closing.
- [F3]The securities are held of record by Forum Investors III LLC ("Forum III"). Mr. Boris is a managing member of Forum Capital Management III LLC, which is the managing member of Forum III. As such, Mr. Boris may be deemed to have beneficial ownership of such securities. Mr. Boris disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.
- [F4]Represents 205,416 warrants included in the Private Placement Units, as described under the heading "Description of Securities" in Forum's registration statement on Form S-1 (File No. 333-240171), each of which separated into its component parts in connection with the Closing. These warrants are reported as acquired for purposes of Section 16 of the Exchange Act concurrently with the Closing, because they did not become derivative securities until such date based on the terms of their exercisability.
Documents
Issuer
Electric Last Mile Solutions, Inc.
CIK 0001784168
Entity typeother
Related Parties
1- filerCIK 0001522248
Filing Metadata
- Form type
- 4
- Filed
- Jun 28, 8:00 PM ET
- Accepted
- Jun 29, 8:20 PM ET
- Size
- 11.5 KB