4//SEC Filing
Pandya Satyen J 4
Accession 0001209191-22-003602
CIK 0001819395other
Filed
Jan 17, 7:00 PM ET
Accepted
Jan 18, 7:59 PM ET
Size
12.5 KB
Accession
0001209191-22-003602
Insider Transaction Report
Form 4
Pandya Satyen J
Chief Technology Officer
Transactions
- Award
Stock Option (Right to Buy)
2022-01-18+1,312,739→ 1,312,739 totalExercise: $3.18From: 2021-12-28Exp: 2030-12-29→ Common Stock (1,312,739 underlying) - Award
Stock Option (Right to Buy)
2022-01-18+11,582→ 11,582 totalExercise: $8.23From: 2021-10-01Exp: 2031-11-11→ Common Stock (11,582 underlying) - Award
Stock Option (Right to Buy)
2022-01-18+76,629→ 76,629 totalExercise: $6.09From: 2021-01-28Exp: 2031-02-19→ Common Stock (76,629 underlying)
Footnotes (4)
- [F1]Pursuant to the terms of the Merger Agreement (as defined in footnote 2), at the closing of the Business Combination (as defined in footnote 2), then outstanding and unexercised options of Private Company Sonder (as defined in footnote 2) ("Sonder Stock Options") were automatically converted into an option to acquire a certain number of shares of the Issuer's Common Stock (pursuant to the Option Exchange Ratio as described in the Merger Agreement) at an adjusted exercise price per share (the "Rollover Option"). Each Rollover Option is subject to the same terms and conditions as applicable to the corresponding Sonder Stock Option immediately prior to the closing of Business Combination, including applicable vesting conditions.
- [F2]Acquired pursuant to the terms of the Agreement and Plan of Merger dated as of April 29, 2021 (as amended, the "Merger Agreement") by and among Sonder Holdings Inc. ("Private Company Sonder"), Gores Metropoulos II, Inc. ("Parent"), Sunshine Merger Sub I, Inc. ("Merger Sub I") and Sunshine Merger Sub II, LLC ("Merger Sub II"), pursuant to which Merger Sub I merged with and into Private Company Sonder ("First Merger") with Private Company Sonder as the surviving corporation and immediately following the First Merger, the surviving corporation merged with and into Merger Sub II with Merger Sub II as the surviving entity and a wholly-owned subsidiary of Parent which changed its name to Sonder Holdings Inc. (the "Issuer"). The foregoing transaction is referred to as the "Business Combination".
- [F3]25% of the shares subject to the option vested as of the Exercisable Date set forth above and 1/48th of the shares subject to the option vest monthly thereafter, subject to Reporting Person remaining as a service provider to the Issuer on each vest date.
- [F4]1/48th of the shares subject to the option became vested and exercisable on the Exercisable Date set forth above and 1/48th of the shares subject to the option become vested and exercisable each month thereafter, provided that the Reporting Person remains a service provider to the Issuer on each vest date.
Documents
Issuer
Gores Metropoulos II, Inc.
CIK 0001819395
Entity typeother
Related Parties
1- filerCIK 0001864639
Filing Metadata
- Form type
- 4
- Filed
- Jan 17, 7:00 PM ET
- Accepted
- Jan 18, 7:59 PM ET
- Size
- 12.5 KB