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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 | ||||||||
| Deferred Share Units | (2) | 03/26/2024 | M | 11,364 | (2)(3) | (2)(3) | Common Stock | 11,364 | $ 0 | 0 | D | ||||
| Deferred Share Units | (2) | 03/26/2024 | M | 9,531 | (2)(4) | (2)(4) | Common Stock | 9,531 | $ 0 | 0 | D | ||||
| Deferred Share Units | (2) | 03/26/2024 | M | 143,025 | (2)(5) | (2)(5) | Common Stock | 143,025 | $ 0 | 0 | D | ||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
| Yan Fang Qiong Joanne 8127 EAST RAY ROAD MESA, AZ 85212 |
X | |||
| /s/ Michael Bridge, as attorney-in-fact | 03/26/2024 | |
| **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) | On March 26, 2024, Xos, Inc. ("Xos") acquired all of the issued and outstanding common shares (the "ElectraMeccanica Shares") of ElectraMeccanica Vehicles Corp. ("ElectraMeccanica") pursuant to a plan of arrangement (the "Plan of Arrangement") under the Business Corporations Act (British Columbia) (the "Arrangement"). Under the terms of the arrangement agreement, dated January 11, 2024, by and between ElectraMeccanica and Xos (as amended, the "Arrangement Agreement"), and the Plan of Arrangement, at the effective time of the Arrangement (the "Effective Time"), each ElectraMeccanica Share outstanding immediately prior to the Effective Time was transferred to Xos in exchange for 0.0143739 shares of Xos common stock. |
| (2) | Each deferred share unit ("DSU") represented a contingent right to receive one ElectraMeccanica Share (or, at the election of the reporting person and subject to the approval of the Plan Administrator (as defined in the issuer's 2020 Stock Incentive Plan (the "Plan")), the cash value thereof) on the settlement date. Pursuant to the Arrangement Agreement, each DSU that was outstanding immediately prior to the Effective Time vested and was settled by ElectraMeccanica in exchange for one ElectraMeccanica Share. |
| (3) | The DSUs vested over a period of one year from July 22, 2020. |
| (4) | The DSUs vested over a period of one year from September 22, 2021. |
| (5) | The DSUs vested in full upon grant. |