Form 4 for SERV Serve Robotics Inc. /DE/
Accepted 2023-08-02 00:00:00 ET · period of report 2023-07-31 · accession 0001209191-23-044238 · 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 |
|---|---|---|---|---|---|---|---|---|---|---|---|
| DM | 2023-08-02 | 2023-07-31 | SERV | Kashani Ali Haghighat | CEO, Dir | A - Grant | $4.00 | +2.20M | 2.21M | +70,470% | +$8.81M |
| D | 2023-08-02 | 2023-07-31 | SERV | Kashani Ali Haghighat | CEO, Dir | C - Cnv Deriv | — | +3,125 | 2.15M | +0.1% | — |
| DM | 2023-08-02 | 2023-07-31 | SERV | Kashani Ali Haghighat | CEO, Dir | A - Grant | — | +66.1K | 19.4K | New | — |
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 | 2023-07-31 | A | A | 2,147,184 | — | 2,147,184 | D | — | — | (F1) Received in connection with the Issuer's merger (the "Merger") with Serve Robotics Inc. ("Legacy Serve") in accordance with the terms of the Agreement and Plan of Merger and Reorganization dated as of July 31, 2023 (the "Merger Agreement"), by and among the Issuer (f/k/a Patricia Acquisition Corp.), Serve Acquisition Corp. and Legacy Serve. Pursuant to the terms of the Merger Agreement, each outstanding share of Legacy Serve capital stock was entitled to receive 0.80350 shares of Common Stock. The Merger closed on July 31, 2023 (the "Merger Closing Date"). |
| 2 | Common | Common Stock | 2023-07-31 | C | A | 3,125 | — | 2,150,309 | D | — | — | (F2) Received in connection with the Merger with Legacy Serve in accordance with the terms of the Securities Purchase Agreement, dated April 21, 2023 (the "SPA"). Pursuant to the terms of the SPA, the outstanding principal amount of each Legacy Serve 10% Senior Subordinated Secured Convertible Notes converted by their terms into shares of Common Stock at a conversion price of $3.20 per share. |
| 3 | Common | Common Stock | 2023-07-31 | A | A | 55,000 | $4.00 | 2,205,309 | D | — | — | (F3) Represents shares of Common Stock acquired by the Reporting Person immediately following the Merger in a private placement pursuant to a Subscription Agreement dated as of July 31, 2023. The issuance of the shares to the Reporting Person was approved by the Company's board of directors in the manner contemplated by Rule 16b-3 under the Securities Exchange Act of 1934, as amended. |
| 4 | Derivative | Stock Option (Right to Buy) | 2023-07-31 | A | A | 45,182 | — | 45,182 | D | $0.94 · — to 2028-06-06 | 45,182 Common Stock | (F5) Received in connection with the Merger in exchange for options to acquire 56,232 shares of Legacy Serve common stock for $0.76 per share. (F4) The stock option will vest in full on the one-month anniversary of the Merger Closing Date. |
| 5 | Derivative | Warrants (Right to Buy) | 2023-07-31 | A | A | 1,562 | — | 1,562 | D | $3.20 · — to 2023-04-21 | 1,562 Common Stock | (F8) Immediately exercisable. Received in connection with the Merger with Legacy Serve in accordance with the terms of SPA. Pursuant to the terms of the SPA, the outstanding principal amount of each Legacy Serve 10% Senior Subordinated Secured Convertible Notes converted by their terms into warrants to purchase 50% of shares of Common Stock converted at a conversion price of $3.20 per share. |
| 6 | Derivative | Stock Option (Right to Buy) | 2023-07-31 | A | A | 19,373 | — | 19,373 | D | $0.94 · — to 2028-06-06 | 19,373 Common Stock | (F7) Received in connection with the Merger in exchange for options to acquire 24,112 shares of Legacy Serve common stock for $0.76 per share. (F6) The stock option vested as to 1/48 of the total number of shares on June 1, 2023, and an additional 1/48 of the total number of shares will vest on each monthly anniversary thereafter, until such time as the stock option is 100% vested, subject to the continuing employment of the Reporting Person on each vesting date. |