Form 4 for AVPT AvePoint, Inc.
Accepted 2021-07-06 00:00:00 ET · period of report 2021-07-01 · accession 0001209191-21-045526 · 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 |
|---|---|---|---|---|---|---|---|---|---|---|---|
| DMI | 2021-07-06 | 2021-07-01 | AVPT | Gong Xunkai | Dir, 10%, Executive COB | A - Grant | $0.00 | +17.24M | 11.41M | New | $0 |
| DM | 2021-07-06 | 2021-07-01 | AVPT | Gong Xunkai | Dir, 10%, Executive COB | A - Grant | $0.00 | +3.78M | 1.86M | 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 | 2021-07-01 | A | A | 5,832,858 | $0.00 | 5,832,858 | I By LLCs | — | — | (F2) The BCA provides that the former stockholders of Former AvePoint will receive additional shares of the Issuer's Common Stock if the Issuer's closing share price equals or exceeds $12.50, $15.00 and $17.50 for any 20 trading days within any consecutive 30-trading day period prior to July 1, 2028. The Reporting Person's right to receive additional shares pursuant to this earn-out became fixed and irrevocable on July 1, 2021, the effective date of the merger. (F1) Received on July 1, 2021 pursuant to that certain Business Combination Agreement and Plan of Reorganization ("BCA"), dated as of November 23, 2020, as amended on December 30, 2020, March 8, 2021 and May 18, 2021, by and among Apex Technology Acquisition Corporation ("Apex"), Athena Technology Merger Sub, Inc., a Delaware corporation and a wholly-owned subsidiary of Apex, Athena Technology Merger Sub 2, LLC, a Delaware limited liability company and a wholly-owned subsidiary of Apex and AvePoint, Inc. a Delaware corporation ("Former AvePoint") in exchange for Former AvePoint shares. (F3) 804,757 of these shares are held by Cadenza Holdings LLC; 4,788,670 of these shares are held by Gicoso Holdings LLC; and 239,431 of these shares are held by Vivace Holdings LLC. The Reporting Person disclaims beneficial ownership with respect to the shares held by each of the limited liability companies being reported herein, except to the extent his pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose. |
| 2 | Common | Common Stock | 2021-07-01 | A | A | 11,406,776 | $0.00 | 11,406,776 | I By Trusts | — | — | (F2) The BCA provides that the former stockholders of Former AvePoint will receive additional shares of the Issuer's Common Stock if the Issuer's closing share price equals or exceeds $12.50, $15.00 and $17.50 for any 20 trading days within any consecutive 30-trading day period prior to July 1, 2028. The Reporting Person's right to receive additional shares pursuant to this earn-out became fixed and irrevocable on July 1, 2021, the effective date of the merger. (F1) Received on July 1, 2021 pursuant to that certain Business Combination Agreement and Plan of Reorganization ("BCA"), dated as of November 23, 2020, as amended on December 30, 2020, March 8, 2021 and May 18, 2021, by and among Apex Technology Acquisition Corporation ("Apex"), Athena Technology Merger Sub, Inc., a Delaware corporation and a wholly-owned subsidiary of Apex, Athena Technology Merger Sub 2, LLC, a Delaware limited liability company and a wholly-owned subsidiary of Apex and AvePoint, Inc. a Delaware corporation ("Former AvePoint") in exchange for Former AvePoint shares. (F4) 7,384,552 of these shares are held by G Sonata Trust; 2,011,112 of these shares are held by The Purple Cove Trust and 2,011,112 of these shares are held by The Purple Harbor Trust. The Reporting Person is the Trustee of the Trusts being reported herein. The Reporting Person disclaims beneficial ownership with respect to the shares being reported herein, except to the extent his pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose. |
| 3 | Derivative | Stock Option (Right to Buy) | 2021-07-01 | A | A | 521,486 | $0.00 | 521,486 | D | $1.59 · — to 2029-01-10 | 521,486 Common Stock | (F6) 25% of the shares underlying this option vested on January 10, 2020; the remaining options vest and become exercisable in 12 equal quarterly installments thereafter, subject to the Reporting Person's continuous service with the Issuer on each such date. |
| 4 | Derivative | Stock Option (Right to Buy) | 2021-07-01 | A | A | 949,453 | $0.00 | 949,453 | D | $1.34 · — to 2026-07-01 | 949,453 Common Stock | (F5) This option is fully vested and immediately exercisable. |
| 5 | Derivative | Stock Option (Right to Buy) | 2021-07-01 | A | A | 444,184 | $0.00 | 444,184 | D | $3.91 · — to 2030-08-12 | 444,184 Common Stock | (F5) This option is fully vested and immediately exercisable. |
| 6 | Derivative | Stock Option (Right to Buy) | 2021-07-01 | A | A | 1,860,212 | $0.00 | 1,860,212 | D | $3.91 · — to 2030-08-12 | 1,860,212 Common Stock | (F7) 25% of the shares underlying this option will vest on August 12, 2021; the remaining options vest and become exercisable in 12 equal quarterly installments thereafter, subject to the Reporting Person's continuous service with the Issuer on each such date. |