4//SEC Filing
Famuagun Jide 4
Accession 0001213900-23-048020
CIK 0001845437other
Filed
Jun 11, 8:00 PM ET
Accepted
Jun 12, 11:35 AM ET
Size
13.4 KB
Accession
0001213900-23-048020
Insider Transaction Report
Form 4
NET Power Inc.NPWR
Famuagun Jide
Director
Transactions
- Disposition to Issuer
Class B Ordinary Shares
2023-06-08−30,000→ 0 total - Disposition to Issuer
Class B Units of Rice Acquisition Holdings II LLC
2023-06-08−30,000→ 0 total→ Class A Ordinary Shares (30,000 underlying) - Award
Class B Units of NET Power Operations LLC
2023-06-08+30,000→ 30,000 total→ Class A Common Stock (30,000 underlying) - Award
Class B Common Stock
2023-06-08+30,000→ 30,000 total
Footnotes (4)
- [F1]Pursuant to that certain Business Combination Agreement, dated December 13, 2022, and subsequently amended on April 23, 2023, by and among Rice Acquisition Corp. II ("RONI"), Rice Acquisition Holdings II LLC ("RONI Opco"), NET Power, LLC and the other parties thereto, the parties effected a business combination transaction (the "Business Combination") on June 8, 2023. In connection with the Business Combination, on June 8, 2023, RONI domesticated as a Delaware corporation (the "RONI Domestication") and changed its name to "NET Power Inc." ("NET Power") and RONI Opco domesticated as a Delaware limited liability company (together with the RONI Domestication, the "Domestication") and changed its name to "NET Power Operations LLC" ("Opco").
- [F2]As a result of the Domestication on June 8, 2023, (a) each issued and outstanding Class A ordinary share, par value $0.0001 per share, of RONI ("Class A Ordinary Share") automatically converted on a one-for-one basis into a share of Class A common stock, par value $0.0001 per share, of NET Power ("Class A Common Stock"), (b) each issued and outstanding Class B ordinary shares, par value $0.0001 per share, of RONI ("Class B Ordinary Share") automatically converted on a one-for-one basis into a share of Class B common stock, par value $0.0001 per share, of NET Power ("Class B Common Stock") and (c) each issued and outstanding Class A Unit and Class B Unit of RONI Opco automatically converted on a one-for-one basis into a Class A or Class B Unit of Opco, respectively.
- [F3]For each Class B Unit of RONI Opco, the reporting person owned a corresponding Class B Ordinary Share. The Class B Units of RONI Opco were convertible into Class A Units of RONI Opco pursuant to the terms of the limited liability agreement of RONI Opco. The Class A Units of RONI Opco (together with the corresponding Class B Ordinary Shares) were exchangeable into Class A Ordinary Shares or cash, at RONI's election, after the time of RONI's initial business combination on a one-for-one basis and had no expiration date.
- [F4]For each Class B Unit of Opco, the reporting person owns a corresponding share of Class B Common Stock. The Class B Units of Opco are convertible into Class A Units of Opco pursuant to the terms of the limited liability agreement of Opco. The Class A Units of Opco (together with the corresponding shares of Class B Common Stock) are exchangeable into shares of Class A Common Stock or cash, at NET Power's election, on a one-for-one basis and have no expiration date.
Documents
Issuer
NET Power Inc.
CIK 0001845437
Entity typeother
Related Parties
1- filerCIK 0001865522
Filing Metadata
- Form type
- 4
- Filed
- Jun 11, 8:00 PM ET
- Accepted
- Jun 12, 11:35 AM ET
- Size
- 13.4 KB