Form 4 for NRGV Energy Vault Holdings, Inc.
Accepted 2022-02-15 00:00:00 ET · period of report 2022-02-11 · accession 0001104659-22-023978 · 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 | 2022-02-15 | 2022-02-11 | NRGV | Pedretti Andrea | CTO | A - Grant | — | +1.22M | 1.22M | New | — |
| D | 2022-02-15 | 2022-02-11 | NRGV | Pedretti Andrea | CTO | A - Grant | $0.00 | +2.34M | 2.34M | New | $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 | Common Stock | 2022-02-11 | A | A | 1,217,712 | — | 1,217,712 | D | — | — | (F1) In connection with the merger described in that certain Business Combination Agreement and Plan of Reorganization, dated as of September 8, 2021, by and among Novus Capital Corporation II, now known as Energy Vault Holdings, Inc. ("Energy Vault Holdings") (the "Issuer"), NCCII Merger Corp. ("Merger Sub"), and Energy Vault, Inc. ("Energy Vault"), pursuant to which Merger Sub merged with and into Energy Vault, with Energy Vault surviving as a wholly-owned subsidiary of the Issuer (the "Merger"). (F2) The Reporting Person received shares of Common Stock in exchange for 179,776 shares of common stock in Energy Vault. On the effective date of the Merger, the closing price of the Issuer's Common Stock was $11.55 per share. |
| 2 | Derivative | Restricted Stock Units | 2022-02-11 | A | A | 2,343,407 | $0.00 | 2,343,407 | D | — · — to — | 2,343,407 Common Stock | (F1) In connection with the merger described in that certain Business Combination Agreement and Plan of Reorganization, dated as of September 8, 2021, by and among Novus Capital Corporation II, now known as Energy Vault Holdings, Inc. ("Energy Vault Holdings") (the "Issuer"), NCCII Merger Corp. ("Merger Sub"), and Energy Vault, Inc. ("Energy Vault"), pursuant to which Merger Sub merged with and into Energy Vault, with Energy Vault surviving as a wholly-owned subsidiary of the Issuer (the "Merger"). (F3) In connection with the Merger, the Reporting Person received restricted stock units ("RSUs") in Issuer in exchange for, and pursuant to the assumption and conversion of, 345,967 restricted stock units of Energy Vault. Subject to the satisfaction of both a liquidity event requirement and service-based requirement, each RSU represents the contingent right to receive one share of the Issuer's Common Stock. The liquidity event requirement was satisfied upon the closing of the Merger. The RSUs will accordingly vest upon the satisfaction of the service-based requirement, which provides that the RSUs will vest or have vested as follows: with respect to 100% of the RSUs on the closing of the Merger, with respect to 25% of the RSUs vest on July 19, 2020 and with respect to 1/48th of the RSUs each month thereafter, subject to the Reporting Person's continuous service with the Issuer through each vesting date. |