3//SEC Filing
Matrix Partners IX, L.P. 3
Accession 0001104659-21-092241
CIK 0001816613other
Filed
Jul 13, 8:00 PM ET
Accepted
Jul 14, 8:34 PM ET
Size
23.4 KB
Accession
0001104659-21-092241
Insider Transaction Report
Form 3
Matrix Partners IX, L.P.
10% Owner
Holdings
- 28,495,912
Common Stock
Earnout Shares
Exercise: $0.00Exp: 2026-07-14→ Common Stock (2,576,215 underlying)
Matrix IX Management Co. LLC
10% Owner
Holdings
- 28,495,912
Common Stock
Earnout Shares
Exercise: $0.00Exp: 2026-07-14→ Common Stock (2,576,215 underlying)
Footnotes (2)
- [F1]These shares are held directly by Matrix Partners IX, L.P. ("Matrix IX"). Antonio Rodriguez is a member of the board of directors of the Issuer and a managing member of Matrix IX Management Co., L.L.C. ("Matrix IX MC"), the general partner of Matrix. As a managing member of Matrix IX MC, Mr. Rodriguez has sole voting and dispositive power with respect to these shares. Mr. Rodriguez disclaims beneficial ownership of these shares except to the extent of his pecuniary interest.
- [F2]On July 14, 2021 (the "Closing Date") one, the Issuer's predecessor, consummated the business combination (the "Business Combination") pursuant to the terms of the merger agreement dated as of February 23, 2021 by and among one, Caspian Merger Sub Inc., a Delaware corporation and MarkForged, Inc., a Delaware corporation. On the Closing Date, Matrix received the right to acquire 2,576,215 shares of the Issuer's Common Stock in connection with the Business Combination, (i) 1,405,208 of which will be released from escrow if the value weighted average price ("VWAP") for at least 20 of any 30 consecutive trading days following the Closing Date is at least $12.50; and (ii) 1,171,007 of which will be released from such escrow if the VWAP for at least 20 of any 30 consecutive trading days following the Closing Date is at least $15.00. Any shares not eligible to be released within five years of the Closing Date will be forfeited and canceled.
Issuer
Markforged Holding Corp
CIK 0001816613
Entity typeother
IncorporatedDE
Related Parties
1- filerCIK 0001468392
Filing Metadata
- Form type
- 3
- Filed
- Jul 13, 8:00 PM ET
- Accepted
- Jul 14, 8:34 PM ET
- Size
- 23.4 KB