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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) | ||
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1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) |
4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Restricted Stock Units | $ 0 | 03/14/2024 | M(2) | 136 | (3) | (3) | Class A Common Stock | 136 | $ 0 | 0 | D | ||||
| Restricted Stock Units | $ 0 | 03/14/2024 | M(2) | 1,062 | (4) | (4) | Class A Common Stock | 1,062 | $ 0 | 0 | D | ||||
| Restricted Stock Units | $ 0 | 03/14/2024 | M(2) | 2,127 | (5) | (5) | Class A Common Stock | 2,127 | $ 0 | 0 | D | ||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
| Spencer Dale Gene 1700 BROADWAY, 19TH FLOOR NEW YORK, NY 10019 |
X | |||
| /s/ Melissa A. Leonard, Attorney-in-Fact | 03/18/2024 | |
| **Signature of Reporting Person | Date |
| * | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
| ** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
| (1) | Restricted stock units ("RSUs") convert into Class A common stock on a one-for-one basis. |
| (2) | On June 27, 2023, Lordstown Motors Corp., a Delaware corporation, together with its subsidiaries (collectively, the "Debtors"), filed voluntary petitions for relief (the "Chapter 11 Cases") under Chapter 11 of the United States Bankruptcy Code (the "Bankruptcy Code") in the United States Bankruptcy Court for the District of Delaware (the "Bankruptcy Court"). On March 5, 2024, the Bankruptcy Court entered an order (the "Confirmation Order") confirming the Third Modified First Amended Joint Chapter 11 Plan of Lordstown Motors Corp. and Its Affiliated Debtors (as may be further modified, amended, or supplemented, the "Plan"). On March 14, 2024 (the "Effective Date"), the Plan was consummated and became effective in accordance with its terms, and the Debtors emerged from the Chapter 11 Cases with the Company changing its name to Nu Ride Inc. |
| (3) | On February 5, 2021, the reporting person was granted 410 RSUs, vesting in three equal annual installments beginning on February 5, 2022. Vesting and settlement of awards that was to occur during the pendency of the Chapter 11 Cases was stayed during that period until the Effective Date. |
| (4) | On February 5, 2022, the reporting person was granted 1,062 RSUs, vesting on May 19, 2022. The reporting person had elected to defer receipt of the shares of Class A common stock underlying such RSUs upon vesting until the occurrence of specified events. The reporting person resigned from the Issuer's Board of Directors on the Effective Date, and the shares of Class A common stock underlying such RSUs were settled in connection therewith. |
| (5) | On May 19, 2022, the reporting person was granted 2,127 RSUs, vesting on May 19, 2023. The reporting person had elected to defer receipt of the shares of Class A common stock underlying such RSUs upon vesting until the occurrence of specified events. The reporting person resigned from the Issuer's Board of Directors on the Effective Date, and the shares of Class A common stock underlying such RSUs were settled in connection therewith. |