04/15/2021 | Press release | Distributed by Public on 04/15/2021 11:42
FORM 4
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) |
4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Pathak Prashant 1 CORPORATE DRIVE SUITE C CRANBURY, NJ 08512 |
X | X |
/s/ Jonathan R. Zimmerman, Attorney-In-Fact | 04/15/2021 |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | On March 2, 2021, Onyx Enterprises Canada Inc. became entitled to receive 156,115 shares of the Issuer's Class A common stock pursuant to a purchase price adjustment provision set forth in the definitive business combination agreement for the consummation of the Issuer's business combination that occurred on November 20, 2020. The number of shares issuable to Onyx Enterprises Canada Inc. was determined on March 2, 2021, pursuant to a formula set forth in the business combination agreement. The right of Onyx Enterprises Canada Inc. to receive additional shares became fixed and irrevocable on November 20, 2020, the date of the business combination. The shares were transferred to Onyx Enterprises Canada Inc. on April 14, 2021. |
(2) | Consists of 14,240,187 shares of Class A Common Stock held by Onyx Enterprises Canada Inc. Mr. Pathak serves as the President and a director of Onyx Enterprises Canada Inc. Mr. Prashant disclaims beneficial ownership of such shares, except to the extent of his pecuniary interest therein. |