Tony Aquila - Jun 29, 2023 Form 4 Insider Report for Canoo Inc. (GOEV)

Role: Executive Chairman and CEO, Director, 10%+ Owner
Signature: /s/ Hector Ruiz, Attorney-in-Fact
Stock symbol: GOEV
Transactions as of: Jun 29, 2023
Transactions value $: $0
Form type: 4
Date filed: 7/3/2023, 04:15 PM
Previous filing: Jun 23, 2023
Next filing: Aug 16, 2023

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	GOEV	Common Stock	Award		+16.3M	+28.13%		74.4M	Jun 29, 2023	By LLCs	F1, F2, F3, F4
holding	GOEV	Common Stock						14.3M	Jun 29, 2023	Direct

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	GOEV	Warrants to Purchase Common Stock	Award		+16.3M			16.3M	Jun 29, 2023	Common Stock	16.3M	$0.67	By LLCs	F1, F2, F5

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Represents shares and warrants received by each of AFV Partners SPV-10/A LLC ("AFV-10/A") and AFV Partners SPV-10/B LLC ("AFV-10/B") pursuant to the Common Stock and Common Warrant Purchase Agreement (the "Purchase Agreement") entered into among the Issuer, AFV-10/A and AFV-10/B on June 22, 2023, subject to customary closing conditions. The Purchase Agreement provides for the sale and issuance by the Issuer of an aggregate of 16,330,720 shares of the Issuer's common stock, par value $0.0001 per share ("Common Stock"), together with warrants (the "Warrants") to purchase up to an aggregate 16,330,720 shares of Common Stock at a combined purchase price of $0.5358 per share and accompanying Warrant.
F2	9,331,840 shares of Common Stock and Warrants to purchase up to 9,331,840 shares of Common Stock were issued to AFV-10/A, and 6,998,880 shares of Common Stock and Warrants to purchase up to 6,998,880 shares of Common Stock were issued to AFV-10/B, in each case on June 29, 2023, following the satisfaction of customary closing conditions.
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"); (iv) 4,504,505 shares of Common Stock are held by AFV Partners SPV-10 LLC, a Delaware limited liability company ("AFV 10"); (v) 9,331,840 shares of Common Stock are held by AFV-10/A, a Delaware limited liability company; (vi) 6,998,880 shares of Common Stock are held by AFV-10/B, a Delaware limited liability company; and (vii) 2,319,552 shares of Common Stock are held by I-40 OKC Partners LLC, an Oklahoma limited liability company ("I-40 OKC").
F4	(Continued from footnote 2) 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, AFV-10, AFV-10/A and AFV-10/B. AFV is the sole manager of the ultimate parent entity of I-40 OKC. 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, AFV-10, AFV-10/A, AFV-10/B and I-40 OKC. The Reporting Person disclaims beneficial ownership of the shares held by AFV 4, AFV 7, AFV-7/A, AFV-10, AFV-10/A, AFV-10/B and I-40 OKC, except to the extent of his pecuniary interest therein.
F5	(i) Warrants to purchase up to 9,331,840 shares of Common Stock are held by AFV-10/A, and (ii) Warrants to purchase up to 6,998,880 shares of Common Stock are held by AFV-10/B.