Form 4 for NRGV Energy Vault Holdings, Inc.
Accepted 2022-02-11 00:00:00 ET · period of report 2022-02-11 · accession 0001104659-22-020672 · 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 |
|---|---|---|---|---|---|---|---|---|---|---|---|
| DI | 2022-02-11 | 2022-02-11 | NRGV | Klaff Hersch | Dir | A - Grant | $10.00 | +80.0K | 80.0K | New | +$800.0K |
| DI | 2022-02-11 | 2022-02-11 | NRGV | Klaff Hersch | Dir | M - OptEx | $0.00 | +718.2K | 798.2K | +898% | $0 |
| D | 2022-02-11 | 2022-02-11 | NRGV | Klaff Hersch | Dir | A - Grant | $10.00 | +170.0K | 170.0K | New | +$1.70M |
| DI | 2022-02-11 | 2022-02-11 | NRGV | Klaff Hersch | Dir | D - Sale to Iss | $0.00 | -580.6K | 718.2K | -45% | $0 |
| DI | 2022-02-11 | 2022-02-11 | NRGV | Klaff Hersch | Dir | M - OptEx | $0.00 | -718.2K | 0 | -100% | $0 |
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 | Class A Common Stock, $0.0001 par value | 2022-02-11 | A | A | 80,000 | $10.00 | 80,000 | I See Footnote | — | — | (F2) Represents 80,000 shares purchased by the Klaff Family Foundation from the issuer in a private placement transaction for $10.00 per share. (F5) The shares are owned directly by KNC I LLC and KNC II LLC. Mr. Klaff has control over the investment manager of KNC I LLC. Mr. Klaff has control over the manager for KNC II LLC. He disclaims beneficial ownership of the securities held by KNC I LLC and KNC II LLC except to the extent of his pecuniary interest therein. |
| 2 | Common | Class A Common Stock, $0.0001 par value | 2022-02-11 | M | A | 718,222 | $0.00 | 798,222 | I | — | — | (F4) Upon the consummation of the issuer's business combination with Energy Vault, Inc. on February 11, 2022, 598,518 shares of Class B common stock owned by directly by KNC I LLC and 119,704 shares of Class B common stock owned directly by KNC II LLC automatically converted into an equal number of shares of Class A common stock. |
| 3 | Common | Class A Common Stock, $0.0001 par value | 2022-02-11 | A | A | 170,000 | $10.00 | 170,000 | D See Footnote | — | — | (F1) Represents (i) 140,000 shares of Class A common stock purchased by Hersch M. Klaff IRA and (ii) 30,000 shares of Class A common stock purchased by Hersch M. Klaff Roth IRA from the issuer in a private placement transaction for $10.00 per share. In connection with the issuer's business combination with Energy Vault, Inc., the issuer changed its name to Energy Vault Holdings, Inc. (F3) The shares are owned directly by the Klaff Family Foundation. Mr. Klaff is the President of the Klaff Family Foundation. Mr. Klaff disclaims beneficial ownership of the securities held by the Klaff Family Foundation except to the extent of his pecuniary interest therein. |
| 4 | Derivative | Class B Common Stock, $0.0001 par value | 2022-02-11 | D | D | 580,606 | $0.00 | 718,222 | I See Footnote | $0.00 · — to — | 580,606 Class A Common Stock | (F7) Represents the automatic forfeiture of 483,839 shares of Class B common stock by KNC I LLC and 96,767 shares of Class B common stock by KNC II LLC for no additional consideration in connection with the closing of the issuer's business combination with Energy Vault, Inc. (F5) The shares are owned directly by KNC I LLC and KNC II LLC. Mr. Klaff has control over the investment manager of KNC I LLC. Mr. Klaff has control over the manager for KNC II LLC. He disclaims beneficial ownership of the securities held by KNC I LLC and KNC II LLC except to the extent of his pecuniary interest therein. (F6) As described in the issuer's registration statement on Form S-4 (File No. 333-260307) under the heading "Description of Securities--Founder Shares," shares of Class B common stock, par value $0.0001 per share, of the issuer automatically convert into shares of Class A common stock, par value $0.0001 per share, of the issuer at the time of the issuer's initial business combination, or earlier at the option of the holder, on a one-for-one basis, subject to certain adjustment, and have no expiration date. |
| 5 | Derivative | Class B Common Stock, $0.0001 par value | 2022-02-11 | M | D | 718,222 | $0.00 | 0 | I See Footnote | $0.00 · — to — | 718,222 Class A Common Stock | (F4) Upon the consummation of the issuer's business combination with Energy Vault, Inc. on February 11, 2022, 598,518 shares of Class B common stock owned by directly by KNC I LLC and 119,704 shares of Class B common stock owned directly by KNC II LLC automatically converted into an equal number of shares of Class A common stock. (F5) The shares are owned directly by KNC I LLC and KNC II LLC. Mr. Klaff has control over the investment manager of KNC I LLC. Mr. Klaff has control over the manager for KNC II LLC. He disclaims beneficial ownership of the securities held by KNC I LLC and KNC II LLC except to the extent of his pecuniary interest therein. (F6) As described in the issuer's registration statement on Form S-4 (File No. 333-260307) under the heading "Description of Securities--Founder Shares," shares of Class B common stock, par value $0.0001 per share, of the issuer automatically convert into shares of Class A common stock, par value $0.0001 per share, of the issuer at the time of the issuer's initial business combination, or earlier at the option of the holder, on a one-for-one basis, subject to certain adjustment, and have no expiration date. |