Sznaider Ronald J. 4
4 · Novus Capital Corp II · Filed Feb 11, 2022
Insider Transaction Report
Form 4
Sznaider Ronald J.
Director
Transactions
- Award
Class A Common Stock, $0.0001 par value
2022-02-11$10.00/sh+50,000$500,000→ 50,000 total(indirect: See Footnote) - Exercise/Conversion
Class A Common Stock, $0.0001 par value
2022-02-11+100,802→ 100,802 total - Disposition to Issuer
Class B Common Stock, $0.0001 par value
2022-02-11−81,490→ 100,802 totalExercise: $0.00→ Class A Common Stock (81,490 underlying) - Exercise/Conversion
Class B Common Stock, $0.0001 par value
2022-02-11−100,802→ 0 totalExercise: $0.00→ Class A Common Stock (100,802 underlying)
Footnotes (5)
- [F1]Represents 50,000 shares of Class A common stock purchased from the issuer in a private placement transaction for $10.00 per share. In connection with the issuer's business combination with Energy Vault, Inc., the issuer changed its name to Energy Vault Holdings, Inc.
- [F2]The shares are owned directly by the Ronald J. Sznaider and Michele A. Sznaider Living Trust dated August 14, 2020, and any amendments thereto (the "Trust"). Mr. Sznaider is a trustee of the Trust. Mr. Sznaider disclaims beneficial ownership of the securities held by the Trust except to the extent of his pecuniary interest therein.
- [F3]Upon the consummation of the issuer's business combination with Energy Vault, Inc. on February 11, 2022, 100,802 shares of Class B common stock owned by Mr. Sznaider automatically converted into an equal number of shares of Class A common stock.
- [F4]As described in the issuer's registration statement on Form S-4 (File No. 333-260307) under the heading "Description of Securities--Founder Shares," shares of Class B common stock, par value $0.0001 per share, of the issuer automatically convert into shares of Class A common stock, par value $0.0001 per share, of the issuer at the time of the issuer's initial business combination, or earlier at the option of the holder, on a one-for-one basis, subject to certain adjustment, and have no expiration date.
- [F5]Represents the automatic forfeiture of 81,490 shares of Class B common stock for no additional consideration in connection with the closing of the issuer's business combination with Energy Vault, Inc.