James Taylor - Jun 25, 2021 Form 4 Insider Report for Electric Last Mile Solutions, Inc. (ELMSQ)

Signature
/s/ Benjamin Wu, attorney-in-fact for James Taylor
Stock symbol
ELMSQ
Transactions as of
Jun 25, 2021
Transactions value $
$0
Form type
4
Date filed
6/29/2021, 05:21 PM
Next filing
Sep 1, 2021

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction ELMSQ Common Stock Award +5.31M 5.31M Jun 25, 2021 by The JET Group, LLC F1, F2

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 ELMSQ Earnout Right Award +344K 344K Jun 25, 2021 Common Stock 344K by The JET Group, LLC F2, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Received in exchange for 6,461 shares of common stock of Electric Last Mile, Inc. ("ELM"), pursuant to the Agreement and Plan of Merger, dated as of December 10, 2020, by and among Forum Merger III Corporation ("Forum") (upon consummation of the business combination, the surviving "Issuer" is renamed "Electric Last Mile Solutions, Inc."), ELMS Merger Corp., a wholly owned subsidiary of Forum, and ELM, as amended ("Merger Agreement").
F2 The reporting person is the sole member of this entity, and thus has sole voting and investment power with respect to the shares of common stock held by this entity.
F3 On June 25, 2021 (the "Closing Date"), The JET Group, LLC received the right to acquire 344,000 shares of the Issuer's common stock pursuant to the Merger Agreement. An amount equal to half of these shares will be released from escrow if the price per share of the Issuer on any 20 trading days in any 30-consecutive day trading period equals or exceeds (i) $14.00 or (ii) $16.00, respectively. If the Issuer consummates a change of control, any shares not previously released will be made payable to The JET Group, LLC. Any shares not eligible to be released within 3 years of the Closing Date will be forfeited and canceled.