4//SEC Filing
Karkar Andrei 4
Accession 0001213900-24-062990
CIK 0001814329other
Filed
Jul 18, 8:00 PM ET
Accepted
Jul 19, 4:01 PM ET
Size
14.4 KB
Accession
0001213900-24-062990
Insider Transaction Report
Form 4
Karkar Andrei
Other
Transactions
- Other
Convertible Notes
2024-07-18$1000000.00/sh→ 0 total(indirect: See footnote)Exercise: $0.81From: 2024-03-07Exp: 2025-11-13→ Class A Common Stock (1,237,624 underlying) - Other
Class A Common Stock
2024-07-18$0.50/sh−1$1→ 0 total(indirect: See footnote) - Other
Warrants
2024-07-18$0.13/sh−433,168$54,146→ 0 total(indirect: See footnote)Exercise: $0.81From: 2024-03-07Exp: 2029-03-07→ Class A Common Stock (433,168 underlying)
ERAS Capital LLC
Other
Transactions
- Other
Warrants
2024-07-18$0.13/sh−433,168$54,146→ 0 total(indirect: See footnote)Exercise: $0.81From: 2024-03-07Exp: 2029-03-07→ Class A Common Stock (433,168 underlying) - Other
Convertible Notes
2024-07-18$1000000.00/sh→ 0 total(indirect: See footnote)Exercise: $0.81From: 2024-03-07Exp: 2025-11-13→ Class A Common Stock (1,237,624 underlying) - Other
Class A Common Stock
2024-07-18$0.50/sh−1$1→ 0 total(indirect: See footnote)
Footnotes (5)
- [F1]On July 18, 2024, Apogee Parent, Inc. ("Parent") acquired the issuer pursuant to that certain Agreement and Plan of Merger entered into by and among the issuer, Parent and Apogee Merger Sub, a direct, wholly owned subsidiary of Parent ("Merger Sub"), dated as of March 7, 2024 (the "Merger Agreement"). In accordance with the Merger Agreement, Merger Sub merged with and into the issuer, with the issuer surviving such merger as a wholly owned subsidiary of Parent (the "Merger").
- [F2]In connection with the consummation of the Merger and pursuant to the Merger Agreement, such share of Class A Common Stock, par value $0.0001 per share (the "Class A Common Stock") was automatically canceled and converted into the right to receive $0.50 per share in cash, without interest.
- [F3]Held of record by ERAS Capital, LLC. Mr. Karkar is the sole member of ERAS Capital, LLC and thus may have been deemed to beneficially own the securities held of record by ERAS Capital, LLC. ERAS Capital, LLC has the same address as Mr. Karkar.
- [F4]On March 7, 2024, the Reporting Persons purchased convertible notes, aggregate principal amount $1,000,000, from the issuer (the "Convertible Notes") at an initial conversion price of $0.808 per share and accrued interest payable in kind. Upon consummation of the Merger and pursuant to a noteholder conversion agreement entered into, and in connection with, the Merger, such Convertible Notes (including accrued interest thereon) were converted into newly issued shares of Series A preferred stock, par value $0.0001 per share of Parent (the "Parent Series A Preferred Stock") at a price per share of $0.404 per share.
- [F5]On March 7, 2024, the Reporting Person purchased 433,168 warrants from the Issuer at a price of $0.125 per warrant. Each warrant was immediately exercisable on a one-to-one basis for Class A Common Stock at a price of $0.808 per share. Pursuant to a warrant exchange agreement entered into, and in connection with, the Merger, such warrants were converted into warrants to purchase shares of Parent Series A Preferred Stock at a price of $0.404 per share.
Documents
Issuer
Astra Space, Inc.
CIK 0001814329
Entity typeother
Related Parties
1- filerCIK 0001874431
Filing Metadata
- Form type
- 4
- Filed
- Jul 18, 8:00 PM ET
- Accepted
- Jul 19, 4:01 PM ET
- Size
- 14.4 KB