Dakota Semler - Aug 20, 2021 Form 4 Insider Report for Xos, Inc. (XOS)

Role
Chief Executive Officer, Director, 10%+ Owner
Signature
Dakota Semler, by /s/ Kim Merritt, Attorney-in-Fact
Stock symbol
XOS
Transactions as of
Aug 20, 2021
Transactions value $
-$10,000,000
Form type
4
Date filed
8/24/2021, 05:06 PM
Next filing
Aug 5, 2022

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction XOS Common Stock Award $0 +3.88M $0.00 3.88M Aug 20, 2021 Direct F1
transaction XOS Common Stock Sale -$10M -1M -25.75% $10.00* 2.88M Aug 20, 2021 Direct F2
transaction XOS Common Stock Award $0 +53.7M $0.00 53.7M Aug 20, 2021 See Footnote F1, F3
transaction XOS Common Stock Award $0 +502K $0.00 502K Aug 20, 2021 See Footnote F1, F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Received pursuant to the Agreement and Plan of Merger, dated as of February 21, 2021, as amended on May 14, 2021, by and among NextGen Acquisition Corporation ("Acquiror"), Sky Merger Sub I, Inc., a Delaware corporation and wholly owned subsidiary of Acquiror ("Merger Sub") and Xos, Inc. ("Xos"), pursuant to which Merger Sub was merged with and into Xos, whereupon the separate existence of Merger Sub ceased and Xos became the surviving company and continued in existence as a subsidiary of Acquiror, which subsequently changed its name to Xos, Inc. (the "Issuer").
F2 Sold in connection with the subscription agreements with certain investors (the "PIPE investors") pursuant to which such investors agreed to purchase, substantially concurrently with the closing of the merger, an aggregate of $216,000,000 of the Issuer's shares of common stock, including $10,000,000 of common stock held by the Reporting Person, at a price of $10.00 per share, or an aggregate of 21,600,000 shares of common stock, including 1,000,000 shares of common stock held by the Reporting Person.
F3 Shares held by Emerald Green Trust. Mr. Semler may be deemed to beneficially own securities held by Emerald Green Trust by virtue of his shared control over such entities.
F4 Shares held by GenFleet LLC. Mr. Semler may be deemed to beneficially own securities held by GenFleet, LLC by virtue of his shared control over such entities.