08/18/2022 | Press release | Distributed by Public on 08/18/2022 19:06
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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1. Title of Derivate Security | 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 | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) | 6. Date Exercisable and Expiration Date | 7. Title and Amount of Securities Underlying Derivative Security | 8. Price of Derivative Security | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) | 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) | 11. Nature of Indirect Beneficial Ownership |
Code | V | (A) | (D) | Date Exercisable | Expriation Date | Title | Amount or Number of Shares |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Data Collective IV, L.P. 270 UNIVERSITY AVENUE PALO ALTO, CA94301 |
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X |
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Data Collective IV GP, LLC 270 UNIVERSITY AVENUE PALO ALTO, CA94107 |
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X |
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Ocko Matthew 270 UNIVERSITY AVENUE PALO ALTO, CA94301 |
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X |
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Bogue Zachary 270 UNIVERSITY AVENUE PALO ALTO, CA94301 |
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X |
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/s/ Siddhartha Venkatesan, Attorney-in-fact for Data Collective IV, L.P. | 2022-08-18 |
**Signature of Reporting Person | Date |
/s/ Siddhartha Venkatesan, Attorney-in-fact for Data Collective IV GP, LLC | 2022-08-18 |
**Signature of Reporting Person | Date |
/s/ Siddhartha Venkatesan, Attorney-in-fact for Matthew Ocko | 2022-08-18 |
**Signature of Reporting Person | Date |
/s/ Siddhartha Venkatesan, Attorney-in-fact for Zachary Bogue | 2022-08-18 |
**Signature of Reporting Person | Date |
(*) | If the form is filed by more than one reporting person, see Instruction 5(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) | The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $0.82 to $0.8594. The reporting person undertakes to provide the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote. |
(2) | Reflects the amount of shares beneficially held following a 20-for-1 stock split effected by the Issuer on August 16, 2022, which was exempt from reporting pursuant to Rule 16a-9. |
(3) | Reflects (i) 3,186,007 shares of Class A Common Stock held by Data Collective IV, L.P. ("DCVC IV") and (ii) 6,100 shares of Class A Common Stock held by Zachary Bogue. Data Collective IV GP, LLC ("DCVC IV GP") is the general partner of DCVC IV and has sole voting and dispositive power with regard to the securities held by DCVC IV. The managing members of DCVC IV GP are Matthew Ocko and Zachary Bogue. Matthew Ocko and Zachary Bogue share voting and dispositive power with respect to the securities held by DCVC IV. Each of the Reporting Persons disclaims the existence of a "group" and disclaims beneficial ownership of such securities and this report shall not be deemed an admission that it is the beneficial owner of such securities, except to the extent of such person's indirect pecuniary interest therein, if any. |