Form 4 for HLLY Holley Inc.
Accepted 2021-07-19 00:00:00 ET · period of report 2020-10-09 · accession 0000899243-21-028822 · SEC index · Original document
Summary rows
Aggregated the way they appear in lists: one row per insider, transaction code and security table.
| X | Filed | Traded | Ticker | Insider | Title | Type | Price | Qty | Owned | ΔOwn | Value |
|---|---|---|---|---|---|---|---|---|---|---|---|
| D | 2021-07-19 | 2021-07-16 | HLLY | Empower Sponsor Holdings LLC | 10% | C - Cnv Deriv | — | +6.25M | 6.25M | New | — |
| D | 2021-07-19 | 2021-07-16 | HLLY | Empower Sponsor Holdings LLC | 10% | C - Cnv Deriv | — | -6.25M | 0 | -100% | — |
| D | 2021-07-19 | 2020-11-23 | HLLY | Empower Sponsor Holdings LLC | 10% | J - Other | — | -937.5K | 6.25M | -13% | — |
| D | 2021-07-19 | 2020-10-09 | HLLY | Empower Sponsor Holdings LLC | 10% | P - Purchase | $1.50 | +4.67M | 4.67M | New | +$7.00M |
Purchase Sale Sale after option exercise All abbreviations
Every reported transaction
| # | Table | Security | Date | Code | A/D | Shares | Price | Owned after | Own | Exercise / expiry | Underlying | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 1 | Common | Common Stock | 2021-07-16 | C | A | 6,250,000 | — | 6,250,000 | D | — | — | (F1) As described in the registration statement on Form S-1 (File No. 333-248899) filed by the issuer of the Class B ordinary shares (the "S-1"), under the heading "Description of Securities," the Class B ordinary shares were automatically convertible into Class A ordinary shares at the time of the issuer's initial business combination or earlier at the option of the holders thereof, on a one-for-one basis, subject to certain adjustments described therein, and had no expiration date. The Class B ordinary shares automatically converted into Class A ordinary shares at the time of the issuer's initial business combination on a one-for-one basis. Upon consummation of the business combination, the Class A ordinary shares were redesignated as common stock (without class designation). (F2) Empower Sponsor Holdings LLC (the "Sponsor") is the record holder of the securities reported. The managing member of the Sponsor is MidOcean Associates V, L.P. The general partner of MidOcean Associates V, L.P. is Ultramar Capital, Ltd., which is controlled by James Edward Virtue. Each of MidOcean Associates V, L.P., Ultramar Capital, Ltd. and Mr. Virtue disclaim beneficial ownership of the securities held of record by any other person except to the extent of their respective pecuniary interests therein. |
| 2 | Derivative | Class B ordinary shares | 2021-07-16 | C | D | 6,250,000 | — | 0 | D | — · — to — | 6,250,000 Class A ordinary shares | (F1) As described in the registration statement on Form S-1 (File No. 333-248899) filed by the issuer of the Class B ordinary shares (the "S-1"), under the heading "Description of Securities," the Class B ordinary shares were automatically convertible into Class A ordinary shares at the time of the issuer's initial business combination or earlier at the option of the holders thereof, on a one-for-one basis, subject to certain adjustments described therein, and had no expiration date. The Class B ordinary shares automatically converted into Class A ordinary shares at the time of the issuer's initial business combination on a one-for-one basis. Upon consummation of the business combination, the Class A ordinary shares were redesignated as common stock (without class designation). (F2) Empower Sponsor Holdings LLC (the "Sponsor") is the record holder of the securities reported. The managing member of the Sponsor is MidOcean Associates V, L.P. The general partner of MidOcean Associates V, L.P. is Ultramar Capital, Ltd., which is controlled by James Edward Virtue. Each of MidOcean Associates V, L.P., Ultramar Capital, Ltd. and Mr. Virtue disclaim beneficial ownership of the securities held of record by any other person except to the extent of their respective pecuniary interests therein. |
| 3 | Derivative | Class B ordinary shares | 2020-11-23 | J | D | 937,500 | — | 6,250,000 | D | — · — to — | 937,500 Class A ordinary shares | (F4) The Sponsor forfeited the securities reported for no consideration in connection with the underwriters' election to not exercise their over-allotment option. (F2) Empower Sponsor Holdings LLC (the "Sponsor") is the record holder of the securities reported. The managing member of the Sponsor is MidOcean Associates V, L.P. The general partner of MidOcean Associates V, L.P. is Ultramar Capital, Ltd., which is controlled by James Edward Virtue. Each of MidOcean Associates V, L.P., Ultramar Capital, Ltd. and Mr. Virtue disclaim beneficial ownership of the securities held of record by any other person except to the extent of their respective pecuniary interests therein. (F1) As described in the registration statement on Form S-1 (File No. 333-248899) filed by the issuer of the Class B ordinary shares (the "S-1"), under the heading "Description of Securities," the Class B ordinary shares were automatically convertible into Class A ordinary shares at the time of the issuer's initial business combination or earlier at the option of the holders thereof, on a one-for-one basis, subject to certain adjustments described therein, and had no expiration date. The Class B ordinary shares automatically converted into Class A ordinary shares at the time of the issuer's initial business combination on a one-for-one basis. Upon consummation of the business combination, the Class A ordinary shares were redesignated as common stock (without class designation). |
| 4 | Derivative | Warrants to purchase Class A ordinary shares | 2020-10-09 | P | A | 4,666,667 | $1.50 | 4,666,667 | D | $11.50 · — to — | 4,666,667 Class A ordinary shares | (F2) Empower Sponsor Holdings LLC (the "Sponsor") is the record holder of the securities reported. The managing member of the Sponsor is MidOcean Associates V, L.P. The general partner of MidOcean Associates V, L.P. is Ultramar Capital, Ltd., which is controlled by James Edward Virtue. Each of MidOcean Associates V, L.P., Ultramar Capital, Ltd. and Mr. Virtue disclaim beneficial ownership of the securities held of record by any other person except to the extent of their respective pecuniary interests therein. (F3) As described in the S-1, the Sponsor purchased in a private placement warrants to purchase Class A ordinary shares (the "Warrants"), which become exercisable at any time commencing on the later of one year from the closing of the issuer's initial public offering and 30 days after the completion of issuer's initial business combination, and expire five years after the completion of the initial business combination or earlier upon redemption or liquidation. Each Warrant is exercisable for one share of Class A ordinary shares at an exercise price of $11.50 per share, subject to adjustment. |