Home/Filings/3/0000899243-21-028886
3//SEC Filing

Eclipse Ventures Fund I, L.P. 3

Accession 0000899243-21-028886

CIK 0001816708other

Filed

Jul 18, 8:00 PM ET

Accepted

Jul 19, 8:47 PM ET

Size

12.2 KB

Accession

0000899243-21-028886

Insider Transaction Report

Form 3
Period: 2021-07-15
Eclipse Continuity GP I, LLC
Director10% OwnerOther
Holdings
  • Common Stock

    (indirect: See footnote)
    14,930,616
  • Common Stock

    (indirect: See footnote)
    13,561,716
Eclipse Ventures GP I, LLC
Director10% OwnerOther
Holdings
  • Common Stock

    (indirect: See footnote)
    13,561,716
  • Common Stock

    (indirect: See footnote)
    14,930,616
Eclipse Continuity Fund I, L.P.
Director10% OwnerOther
Holdings
  • Common Stock

    (indirect: See footnote)
    13,561,716
  • Common Stock

    (indirect: See footnote)
    14,930,616
Eclipse Ventures Fund I, L.P.
Director10% OwnerOther
Holdings
  • Common Stock

    (indirect: See footnote)
    13,561,716
  • Common Stock

    (indirect: See footnote)
    14,930,616
Footnotes (3)
  • [F1]On July 15, 2021, pursuant to that certain Business Combination Agreement, dated as of February 15, 2021, by and among the Issuer, Project Olympus Merger Sub, Inc. ("Merger Sub") and Owlet Baby Care Inc. ("Owlet Baby Care"), Merger Sub merged with and into Owlet Baby Care with Owlet Baby Care surviving as a wholly owned subsidiary of the Issuer (the "Merger"). Upon consummation of the Merger (the "Effective Time"), each issued and outstanding share of common stock of Owlet Baby Care was automatically cancelled and converted into approximately 2.053 (the "Exchange Ratio") shares of common stock of the Issuer.
  • [F2]The shares of common stock are held of record by Eclipse Ventures Fund I, L.P. ("Eclipse I"). Eclipse Ventures GP I, LLC ("Eclipse I GP") is the general partner of Eclipse I and may be deemed to have voting and dispositive power over the shares held by Eclipse I. Lior Susan, a member of the Issuer's board of directors, is the sole managing member of Eclipse I GP and may be deemed to have voting and dispositive power over the shares held by Eclipse I. Eclipse I GP and Mr. Susan disclaim beneficial ownership of the shares held by Eclipse I except to the extent of their respective pecuniary interests therein, if any. Mr. Susan is a director of the Issuer and, accordingly, files separate Section 16 reports.
  • [F3]The shares of common stock are held of record by Eclipse Continuity Fund I, L.P. ("Eclipse Continuity I"). Eclipse Continuity GP I, LLC ("Eclipse Continuity GP") is the general partner of Eclipse Continuity I and may be deemed to have voting and dispositive power over the shares held by Eclipse Continuity I. Mr. Susan, a member of the Issuer's board of directors, is the sole managing member of Eclipse Continuity GP and may be deemed to have voting and dispositive power over the shares held by Eclipse Continuity I. Eclipse Continuity GP and Mr. Susan disclaim beneficial ownership of the shares held by Eclipse Continuity I except to the extent of their respective pecuniary interests therein, if any. Mr. Susan is a director of the Issuer and, accordingly, files separate Section 16 reports.

Issuer

Owlet, Inc.

CIK 0001816708

Entity typeother
IncorporatedDE

Related Parties

1
  • filerCIK 0001641394

Filing Metadata

Form type
3
Filed
Jul 18, 8:00 PM ET
Accepted
Jul 19, 8:47 PM ET
Size
12.2 KB