Home/Filings/4/0001209191-21-053936
4//SEC Filing

LIPSHER ANDREW B 4

Accession 0001209191-21-053936

CIK 0001819584other

Filed

Aug 29, 8:00 PM ET

Accepted

Aug 30, 6:55 PM ET

Size

14.2 KB

Accession

0001209191-21-053936

Insider Transaction Report

Form 4
Period: 2021-08-26
LIPSHER ANDREW B
Chief Strategy Officer
Transactions
  • Award

    Class B Common Stock

    2021-08-26+215,112215,112 total
    Class A Common Stock (215,112 underlying)
  • Award

    Stock Option (right to buy)

    2021-08-26+242,700242,700 total
    Exercise: $3.71Exp: 2031-01-21Class A Common Stock (242,700 underlying)
  • Award

    Class A Common Stock

    2021-08-26+1,793,2971,793,297 total
  • Award

    Stock Option (right to buy)

    2021-08-26+184,364184,364 total
    Exercise: $0.83Exp: 2029-02-05Class A Common Stock (184,364 underlying)
Footnotes (5)
  • [F1]On August 26, 2021, pursuant to that certain Business Combination Agreement and Plan of Reorganization, dated as of February 7, 2021 (the " Business Combination Agreement"), by and among Tortoise Acquisition Corp. II (the "Issuer"), Volta Industries, Inc., a Delaware corporation ("Legacy Volta") and the other parties thereto, the Issuer completed its initial business combination (the "Business Combination"). As a result of the Business Combination, the Issuer changed its name to Volta Inc. In connection with the Business Combination and in accordance with the Business Combination Agreement, 1,477,789 shares of Class B Common Stock of Legacy Volta held by the Reporting Person were converted into 1,793,297 shares of Class A Common Stock of the Issuer. The issuance of the shares was approved by the Issuer's board of directors pursuant to Rule 16b-3 under the Securities Exchange Act of 1934, as amended (the "Exchange Act").
  • [F2]In connection with the Business Combination and in accordance with the Business Combination Agreement, 177,266 shares of Class A Common Stock of Legacy Volta held by the Reporting Person were converted into 215,112 shares of Class B Common Stock of the Issuer. The issuance of the shares was approved by the Issuer's board of directors pursuant to Rule 16b-3 under the Exchange Act. Pursuant to the Issuer's Certificate of Incorporation (the "Charter"), shares of Class B Common Stock have no expiration date and (i) are convertible into shares of Class A Common Stock at the option of the holders of Class B Common Stock at any time upon written notice to the Issuer on a one-for-one basis and (ii) will automatically convert into shares of Class A Common Stock immediately prior to the close of business on the earliest to occur of certain events specified in the Charter.
  • [F3]In connection with the Business Combination and in accordance with the Business Combination Agreement, an option to purchase 151,928 shares of Class B Common Stock of Legacy Volta held by the Reporting Person was converted into an option to purchase 184,364 shares of Class A Common Stock of the Issuer. The issuance of the option was approved by the Issuer's board of directors pursuant to Rule 16b-3 under the Exchange Act.
  • [F4]The option is fully vested and exercisable.
  • [F5]In connection with the Business Combination and in accordance with the Business Combination Agreement, an option to purchase 200,000 shares of Class B Common Stock of Legacy Volta held by the Reporting Person was converted into an option to purchase 242,700 shares of Class A Common Stock of the Issuer. The issuance of the option was approved by the Issuer's board of directors pursuant to Rule 16b-3 under the Exchange Act.

Issuer

Volta Inc.

CIK 0001819584

Entity typeother

Related Parties

1
  • filerCIK 0001066144

Filing Metadata

Form type
4
Filed
Aug 29, 8:00 PM ET
Accepted
Aug 30, 6:55 PM ET
Size
14.2 KB