Form 4 for NRGV Energy Vault Holdings, Inc.
Accepted 2022-09-19 00:00:00 ET · period of report 2022-09-15 · accession 0001104659-22-101168 · 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 | 2022-09-19 | 2022-09-15 | NRGV | Pedretti Andrea | CTO | M - OptEx | — | +1.17M | 1.82M | +181% | — |
| D | 2022-09-19 | 2022-09-15 | NRGV | Pedretti Andrea | CTO | J - Other | — | -145.7K | 1.13M | -11% | — |
| D | 2022-09-19 | 2022-09-15 | NRGV | Pedretti Andrea | CTO | F - Tax | $4.21 | -545.3K | 1.27M | -30% | -$2.30M |
| D | 2022-09-19 | 2022-09-15 | NRGV | Pedretti Andrea | CTO | M - OptEx | $0.00 | -1.17M | 1.17M | -50% | $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 | 2022-09-15 | M | A | 1,171,704 | — | 1,817,448 | D | — | — | (F1) The Reporting Person received Restricted Stock Units ("RSUs") that represent a contingent right to receive one share of Common Stock for each RSU upon the satisfaction of applicable vesting conditions. The shares were issued pursuant to vested RSUs. |
| 2 | Common | Common Stock | 2022-09-15 | J | D | 145,671 | — | 1,126,475 | D | — | — | (F3) As payment for $2,195,200 of a personal loan, Mr. Pedretti granted to the lender a security interest in 1,083,760 shares of the issuer's common stock pursuant to stock pledge and transfer agreement dated December 4, 2019. This transaction represents a disposition in partial satisfaction of the reporting person's obligation to deliver such shares pursuant to such stock pledge and transfer agreement. |
| 3 | Common | Common Stock | 2022-09-15 | F | D | 545,302 | $4.21 | 1,272,146 | D | — | — | (F2) Represents the number of shares withheld by the Issuer to satisfy the tax withholding obligation in connection with the settlement of RSUs. |
| 4 | Derivative | Restricted Stock Units | 2022-09-15 | M | D | 1,171,704 | $0.00 | 1,171,703 | D | — · — to — | 1,171,704 Common Stock | (F4) The Reporting Person received RSUs 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., 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") (F5) The Reporting Person received 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 50% 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. |