Tony Aquila - Nov 21, 2022 Form 4 Insider Report for Canoo Inc. (GOEV)

Role
Executive Chairman and CEO, Director, 10%+ Owner
Signature
Tony Aquila, by /s/ Hector Ruiz, Attorney-in-Fact
Stock symbol
GOEV
Transactions as of
Nov 21, 2022
Transactions value $
$10,000,000
Form type
4
Date filed
11/23/2022, 04:04 PM
Previous filing
Sep 15, 2022
Next filing
Dec 6, 2022

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction GOEV Common Stock Award $5M +4.5M +164.47% $1.11 7.24M Nov 21, 2022 Direct F1, F2
transaction GOEV Common Stock Purchase $5M +4.5M +8.79% $1.11 55.7M Nov 21, 2022 By LLCs F1, F2, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 On November 9, 2022, the Issuer entered into a Common Stock Subscription Agreement (the "Subscription Agreement") with Mr. Tony Aquila and AFV Partners SPV-10 LLC, a Delaware limited liability company and a special purpose vehicle managed by entities affiliated with the Reporting Person ("AFV 10"), pursuant to which such purchasers agreed to purchase an aggregate of 9,009,009 shares of the Issuer's Common Stock, par value $0.0001 per share at a price of $1.11 per share for an aggregate purchase price of $10.0 million (the "November PIPE"). The closing of the November PIPE occurred on November 21, 2022.
F2 Pursuant to the Subscription Agreement, the Reporting Person acquired 4,505,504 shares of Common Stock in the November PIPE and AFV-10 acquired 4,505,505 shares of Common Stock in the November PIPE. The shares of Common Stock acquired by AFV-10 in the November PIPE are held indirectly by the Reporting Person through AFV-10.
F3 (i) 12,509,387 shares of Common Stock are held by AFV Partners SPV-4 LLC, a Delaware limited liability company ("AFV-4"); (ii) 35,273,268 shares of Common Stock are held by AFV Partners SPV-7 LLC, a Delaware limited liability company ("AFV-7"); (iii) 3,450,000 shares of Common Stock held by AFV Partners SPV-7/A LLC, a Delaware limited liability company ("AFV-7/A"); and (iv) 4,504,505 shares of Common Stock are held by AFV-10. AFV Management Advisors LLC, a Delaware limited liability company ("AFV") is the sole manager and controlling member of AFV-4, AFV-7, AFV-7/A and AFV-10. Mr. Aquila is the managing member of AFV, which exercises ultimate voting and investment power with respect to the shares held by AFV-4, AFV-7, AFV-7/A and AFV-10. The Reporting Person disclaims beneficial ownership of the shares held by AFV 4, AFV 7, AFV-7/A and AFV-10, except to the extent of his pecuniary interest therein.