4//SEC Filing
Athena Technology Sponsor LLC 4
Accession 0001213900-22-000590
CIK 0001840292other
Filed
Jan 3, 7:00 PM ET
Accepted
Jan 4, 9:59 PM ET
Size
19.0 KB
Accession
0001213900-22-000590
Insider Transaction Report
Form 4
Heliogen, Inc.HLGN
Newhouse Phyllis W.
DirectorChief Executive Officer10% Owner
Transactions
- Other
Common Stock
2021-12-30−361,667→ 338,333 total - Conversion
Class B Common Stock
2021-12-30−8,566,667→ 0 total→ Common Stock (8,566,667 underlying) - Conversion
Common Stock
2021-12-30+8,566,667→ 8,905,000 total - Purchase
Common Stock
2021-12-30+510,000→ 9,415,000 total - Other
Common Stock
2021-12-30−5,121,528→ 4,293,472 total - Other
Redeemable Warrants
2021-12-30+338,333→ 338,333 totalExercise: $11.50From: 2022-01-29→ Common Stock (338,333 underlying)
Footnotes (9)
- [F1]On December 30, 2021, Athena Technology Acquisition Corp. ("Athena") consummated its business combination (the "Business Combination") with Heliogen, Inc. ("Heliogen"), with the combined company being renamed "Heliogen, Inc." (the "Issuer"). In connection with the Business combination, the Issuer amended and restated its amended and restated certificate of incorporation, whereby the Issuer's Class A common stock and Class B common stock were reclassified in to one class of common stock.
- [F2]In connection with the consummation of the Business Combination, 700,000 private placement units held by Athena Technology Sponsor LLC ("Sponsor"), which consisted of one share of Class A common stock and one-third of one redeemable warrant, separated into their constituent securities.
- [F3]In connection with the Business combination, the Sponsor liquidated and distributed the reported securities to its members.
- [F4]Consists of shares of common stock received by Phyllis W. Newhouse as a liquidating distribution from the Sponsor.
- [F5]Ms. Newhouse is the record holder of the reported securities. Ms. Newhouse is also a director of the Issuer.
- [F6]In connection with the consummation of the Business Combination, the shares of Class B common stock held by the Sponsor automatically converted into shares of Class A common stock on a one-for-one basis, which was reclassified into common stock (see footnote 1).
- [F7]The Sponsor was the record holder of the reported shares, which were distributed upon its liquidation in connection with the Business Combination. Ms. Newhouse and Isabelle Freidheim are each a managing member of the Sponsor and may be deemed to have or share the beneficial ownership of the securities that were held by the Sponsor. Ms. Newhouse is also a director of the Issuer. Ms. Freidheim resigned as a director of the Issuer upon consummation of the Business Combination. Ms. Newhouse disclaims beneficial ownership over any securities held by the Sponsor except to the extent of her pecuniary interest therein and over any securities held by Ms. Freidheim.
- [F8]Pursuant to that certain Sponsor Support Agreement, by and among Athena, the Sponsor and Heliogen, in connection with the Business Combination, 510,000 shares of common stock were issued to the Sponsor by the Issuer.
- [F9]The redeemable warrants expire five years after the completion of the Business Combination, at 5:00 p.m., New York City time, or earlier upon redemption or liquidation.
Documents
Issuer
Heliogen, Inc.
CIK 0001840292
Entity typeother
IncorporatedDE
Related Parties
1- filerCIK 0001840489
Filing Metadata
- Form type
- 4
- Filed
- Jan 3, 7:00 PM ET
- Accepted
- Jan 4, 9:59 PM ET
- Size
- 19.0 KB