4//SEC Filing
NextGen Sponsor II LLC 4
Accession 0001213900-22-000312
CIK 0001843388other
Filed
Jan 2, 7:00 PM ET
Accepted
Jan 3, 7:43 PM ET
Size
15.4 KB
Accession
0001213900-22-000312
Insider Transaction Report
Form 4
Transactions
- Conversion
Common Stock
2021-12-29+8,799,864→ 8,799,864 total - Disposition to Issuer
Class B Ordinary Shares
2021-04-13−497,636→ 9,564,864 total→ Common Stock (497,636 underlying) - Disposition to Issuer
Class B Ordinary Shares
2021-12-29−765,000→ 8,799,864 total→ Common Stock (765,000 underlying) - Conversion
Class B Ordinary Shares
2021-12-29−8,799,864→ 0 total→ Common Stock (8,799,864 underlying) - Award
Private Placement Warrants
2021-12-29$2.50/sh+6,767,927$16,919,818→ 6,767,927 totalExercise: $11.50Exp: 2026-12-29→ Common Stock (6,767,927 underlying)
Footnotes (4)
- [F1]On December 29, 2021, NextGen Acquisition Corp. II (the former name of the Issuer) ("NGCA") consummated an initial business combination (the "Business Combination") with Virgin Orbit Holdings, Inc. (formerly known as Virgin Orbit). Pursuant to the Business Combination, NGCA domesticated as a Delaware corporation and changed its name to "Virgin Orbit Holdings, Inc.", and each NGCA Class B ordinary share that was issued and outstanding as of immediately prior to the domestication was automatically converted into one share of the Issuer's common stock upon the domestication.
- [F2]On April 13, 2021, the reporting person surrendered 497,636 NGCA Class B ordinary shares for no consideration upon the partial exercise of the over-allotment by Goldman Sachs & Co. LLC and Credit Suisse Securities (USA) LLC (the "Underwriters") in connection with NGCA's initial public offering.
- [F3]Pursuant to the terms of a Letter Agreement, dated as of December 28, 2021, by and among NGCA and the reporting person, the reporting person surrendered 765,000 NGCA Class B ordinary shares as of immediately prior to the Domestication for no consideration.
- [F4]Reflects Private Placement Warrants acquired from the Issuer in connection with the Issuer's initial public offering. Each warrant is exercisable for one share of the Issuer's common stock at an exercise price of $11.50 per share, subject to certain adjustments. The warrants may be exercised commencing on March 25, 2022 and expire on December 29, 2026 or earlier upon redemption or liquidation.
Documents
Issuer
Virgin Orbit Holdings, Inc.
CIK 0001843388
Entity typeother
IncorporatedCayman Islands
Related Parties
1- filerCIK 0001852520
Filing Metadata
- Form type
- 4
- Filed
- Jan 2, 7:00 PM ET
- Accepted
- Jan 3, 7:43 PM ET
- Size
- 15.4 KB