John M. Lawrie - Jul 31, 2023 Form 4 Insider Report for Electriq Power Holdings, Inc. (ELIQ)

Role
Director, 10%+ Owner
Signature
/s/ John Michael Lawrie
Stock symbol
ELIQ
Transactions as of
Jul 31, 2023
Transactions value $
$15,625,000
Form type
4
Date filed
8/2/2023, 09:51 PM
Previous filing
Jan 31, 2023
Next filing
Aug 24, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction ELIQ Class A Common Stock Award +1.25M 1.25M Jul 31, 2023 See Footnote F1, F2, F7
transaction ELIQ Class A Common Stock Award +757K 757K Jul 31, 2023 See Footnote F3, F4, F7
transaction ELIQ Class A Common Stock Purchase $15.6M +1.56M $10.00* 1.56M Jul 31, 2023 Direct F5
transaction ELIQ Class A Common Stock Conversion of derivative security $0 +1.09M +144.09% $0.00 1.85M Jul 31, 2023 See Footnote F4, F7, F10
transaction ELIQ Class A Common Stock Conversion of derivative security $0 +500K $0.00 500K Jul 31, 2023 See Footnote F6, F7, F10

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction ELIQ Class F Common Stock Other $0 -3.27M -75% $0.00 1.09M Jul 31, 2023 Class A Common Stock 3.27M See Footnote F4, F7, F8, F9
transaction ELIQ Class F Common Stock Conversion of derivative security $0 -1.09M -100% $0.00* 0 Jul 31, 2023 Class A Common Stock 1.09M See Footnote F4, F7, F8, F10
transaction ELIQ Class F Common Stock Conversion of derivative security $0 -500K -100% $0.00* 0 Jul 31, 2023 Class A Common Stock 500K See Footnote F6, F7, F8, F10
transaction ELIQ Warrants (right to buy) Other $0 -1M -50% $0.00 1M Jul 31, 2023 Class A Common Stock 1M See Footnote F4, F7, F11
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 On July 31, 2023, JMLElectric LLC ("JML") received 1,250,000 shares of the Issuer's Class A Common Stock ("Class A Common Stock") in connection with the completion of the Issuer's business combination (the "Business Combination") with Electriq Power, Inc. ("Electriq").
F2 Represents securities held by JML. The reporting person is the manager of JML and has sole voting and dispositive power over the shares held by JML.
F3 On July 31, 2023, TLG Acquisition Founder LLC (the "Sponsor") received 756,635 shares of Class A Common Stock upon the conversion of working capital loans in connection with the completion of the Business Combination.
F4 Represents securities held by the Sponsor. The reporting person is the manager of the Sponsor and has sole voting and dispositive power over the shares held by the Sponsor.
F5 On July 31, 2023, the reporting person purchased 500,000 shares of Class A Common Stock from the Issuer pursuant to a private placement in exchange for $5.0 million. In connection with such investment, the reporting person received 250,000 shares of the Issuer's Series A Cumulative Redeemable Preferred Stock as an incentive.
F6 Represents securities held by TLG Fund I, LP ("TLG Fund I"). The reporting person is the manager of the general partner of TLG Fund I, who has sole voting and dispositive power over the shares held by TLG Fund I.
F7 The reporting person disclaims beneficial ownership of all of the securities that are or may be beneficially owned by the JML, Sponsor, TLG Fund I or any of their respective affiliates except to the extent of his pecuniary interest therein. Pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), this filing shall not be deemed an admission that the reporting person is, for purposes of Section 16 of the Exchange Act or otherwise, the beneficial owner of any equity securities of the Issuer for purposes of Section 16 of the Exchange Act or otherwise.
F8 Shares of Class F Common Stock of the Issuer ("Class F Common Stock") were convertible into shares of Class A Common Stock as described under the heading "Description of Securities-Founder Shares" in the Issuer's registration statement on Form S-1 (File No. 333-252032) and the shares of Class F Common Stock had no expiration date.
F9 On July 31, 2023, in connection with the closing of the Issuer's business combination, the Sponsor forfeited and surrendered for no consideration 3,270,652 shares of Class F Common Stock pursuant to the terms of the Sponsor Agreement, dated November 13, 2022 (as amended on June 8, 2023), by and among the Issuer, the Sponsor, TLG Fund I, Electriq and the other parties thereto.
F10 The Issuer consummated its initial Business Combination on July 31, 2023, whereby, among other things, the shares of Class F Common Stock converted into shares of Class A Common Stock.
F11 On July 31, 2023, the Sponsor received 1,000,000 warrants to purchase shares of Class A Common Stock for $6.57 per share upon the conversion of $1,500,000 of working capital loans in connection with the completion of the Business Combination.