OXY USA INC 3
3 · NET Power Inc. · Filed Jun 20, 2023
Insider Transaction Report
Form 3
NET Power Inc.NPWR
OCCIDENTAL PETROLEUM CORP /DE/
Director10% Owner
Holdings
- 55,553,247(indirect: See Footnote)
Class B common stock, par value $0.0001 per share
- 33,999,995(indirect: See Footnote)
Class A common stock, par value $0.0001 per share
- (indirect: See Footnote)
Class A units
→ Class A common stock, par value $0.0001 per share (55,553,247 underlying)
Footnotes (2)
- [F1]OLCV Net Power, LLC ("OLCV Net Power") is the owner of record of such shares. OLCV Net Power is a direct, wholly owned subsidiary of Oxy Low Carbon Ventures, LLC ("OLCV"). OLCV is a direct, wholly owned subsidiary of OXY USA Inc. ("OXY USA"). OXY USA is a direct, wholly owned subsidiary of Occidental Petroleum Corporation ("Occidental," and collectively, the "Reporting Persons"). OLCV, OXY USA and Occidental, as a result of such relationships, may be deemed to indirectly beneficially own the shares of Class A Common Stock and Class B Common Stock (each as defined below) owned of record by OLCV Net Power and the Opco Units (as defined below).
- [F2]OLCV Net Power owns 55,553,247 Class A units ("Opco Units") of NET Power Operations LLC ("Opco"), in which the Issuer is the sole managing member and whose equity interests are the Issuer's only asset, and an equivalent number of shares of Class B common stock, par value $0.0001 per share (the "Class B Common Stock"). Pursuant to the limited liability company agreement of Opco, at the request of the holder, each Opco Unit may be redeemed at any time for, at the Issuer's election, a newly issued share of Class A common stock, par value $0.0001 per share (the "Class A Common Stock"), or cash, and upon redemption of such Opco Unit, a share of Class B Common Stock shall be surrendered by the holder and canceled by the Issuer. For more information, see the Reporting Persons' Schedule 13D filed with the Securities and Exchange Commission on June 20, 2023 (the "Schedule 13D").