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Filing Details

Accession Number:: 0001209191-14-042973
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2014-06-20 20:27:05
Reporting Period:: 2014-06-18

Filing Date:: 2014-06-20
Accepted Time:: 2014-06-20 19:27:05
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1145986	Aspen Aerogels Inc	ASPN	Wholesale-Lumber & Other Construction Materials (5030)	043559972

Insiders

Cik	Name	Reported Address	Director	Officer	Large Shareholder	Other
1265376	Foundation Family Kaiser George	7030 South Yale Avenue, Suite 600 Tulsa OK 74136	No	No	Yes	No
1610262	Ken Levit	C/O George Kaiser Family Foundation 7030 South Yale Avenue, Suite 600 Tulsa OK 74136	No	No	Yes	No
1610284	Gkff Ventures I, Llc	C/O George Kaiser Family Foundation 7030 South Yale Avenue, Suite 600 Tulsa OK 74136	No	No	Yes	No
1610414	Robert Thomas	C/O George Kaiser Family Foundation 7030 South Yale Avenue, Suite 600 Tulsa OK 74136	No	No	Yes	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Common Stock	Acquisiton	2014-06-18	2,046	$0.00	2,046	No	4	C	Indirect	Held by GKFF Ventures I, LLC
Common Stock	Acquisiton	2014-06-18	396	$0.00	2,442	No	4	C	Indirect	Held by GKFF Ventures I, LLC
Common Stock	Acquisiton	2014-06-18	332	$0.00	2,774	No	4	C	Indirect	Held by GKFF Ventures I, LLC
Common Stock	Acquisiton	2014-06-18	12	$0.00	2,786	No	4	C	Indirect	Held by GKFF Ventures I, LLC
Common Stock	Acquisiton	2014-06-18	20,932	$0.00	23,718	No	4	C	Indirect	Held by GKFF Ventures I, LLC
Common Stock	Acquisiton	2014-06-18	8,639	$0.00	32,357	No	4	C	Indirect	Held by GKFF Ventures I, LLC
Common Stock	Acquisiton	2014-06-18	721,082	$6.88	753,439	No	4	P	Indirect	Held by GKFF Ventures I, LLC
Common Stock	Acquisiton	2014-06-18	295,023	$6.88	1,048,462	No	4	P	Indirect	Held by GKFF Ventures I, LLC
Common Stock	Acquisiton	2014-06-18	212,800	$6.88	1,261,262	No	4	P	Indirect	Held by GKFF Ventures I, LLC
Common Stock	Acquisiton	2014-06-18	422,146	$6.88	1,683,408	No	4	P	Indirect	Held by GKFF Ventures I, LLC
Common Stock	Acquisiton	2014-06-18	120,278	$6.88	1,803,686	No	4	P	Indirect	Held by GKFF Ventures I, LLC
Common Stock	Acquisiton	2014-06-18	1,363,636	$11.00	3,167,322	No	4	P	Indirect	Held by GKFF Ventures I, LLC

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	C	Indirect	Held by GKFF Ventures I, LLC
No	4	C	Indirect	Held by GKFF Ventures I, LLC
No	4	C	Indirect	Held by GKFF Ventures I, LLC
No	4	C	Indirect	Held by GKFF Ventures I, LLC
No	4	C	Indirect	Held by GKFF Ventures I, LLC
No	4	C	Indirect	Held by GKFF Ventures I, LLC
No	4	P	Indirect	Held by GKFF Ventures I, LLC
No	4	P	Indirect	Held by GKFF Ventures I, LLC
No	4	P	Indirect	Held by GKFF Ventures I, LLC
No	4	P	Indirect	Held by GKFF Ventures I, LLC
No	4	P	Indirect	Held by GKFF Ventures I, LLC
No	4	P	Indirect	Held by GKFF Ventures I, LLC

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Common Stock	Series A Preferred Stock	Disposition	2014-06-18	1,285,123	$0.00	2,046	$0.00
Common Stock	Series A Preferred Stock	Disposition	2014-06-18	249,952	$0.00	396	$0.00
Common Stock	Series B Preferred Stock	Disposition	2014-06-18	183,173	$0.00	332	$0.00
Common Stock	Series C Preferred Stock	Disposition	2014-06-18	10,000	$0.00	12	$0.00
Series C Preferred Stock	Warrant to Purchase Series C Preferred Stock (right to buy)	Disposition	2014-06-18	17,393,634	$0.00	17,393,634	$0.00
Common Stock	Series C Preferred Stock	Acquisiton	2014-06-18	17,393,634	$0.00	21,090	$0.00
Common Stock	Series C Preferred Stock	Disposition	2014-06-18	130,412	$0.01	158	$0.00
Common Stock	Series C Preferred Stock	Disposition	2014-06-18	17,263,222	$0.00	20,932	$0.00
Series C Preferred Stock	Warrant to Purchase Series C Preferred Stock (right to buy)	Disposition	2014-06-18	7,179,110	$0.00	7,179,110	$0.00
Common Stock	Series C Preferred Stock	Acquisiton	2014-06-18	7,179,110	$0.00	8,705	$0.00
Common Stock	Series C Preferred Stock	Disposition	2014-06-18	53,827	$0.01	65	$0.00
Common Stock	Series C Preferred Stock	Disposition	2014-06-18	7,125,283	$0.00	8,639	$0.00

Remaning Holdings	Exercise Date	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
0	2009-08-14		No	4	C	Indirect
0	2009-09-14		No	4	C	Indirect
0	2010-09-22		No	4	C	Indirect
0	2013-05-13		No	4	C	Indirect
0	2013-03-28	2023-03-28	No	4	X	Indirect
17,393,634	2014-06-18		No	4	X	Indirect
17,263,222	2014-06-18		No	4	S	Indirect
0	2014-06-18		No	4	C	Indirect
0	2013-05-06	2023-03-28	No	4	X	Indirect
7,179,110	2014-06-18		No	4	X	Indirect
7,125,283	2014-06-18		No	4	S	Indirect
0	2014-06-18		No	4	C	Indirect

Footnotes

The Series A Preferred Stock automatically converted into Common Stock upon the closing of the Issuer's initial public offering pursuant to the Issuer's Restated Certificate of Incorporation, as amended, based on the conversion rate in effect at the time of conversion. The Series A Preferred Stock issued on August 14, 2009 converted to Common Stock on a 0.00159191-for-1 basis.
GKFF Ventures I, LLC ("GKFF Ventures") is managed by Ken Levit and Robert Thomas. George Kaiser Family Foundation ("GKFF") is the sole equity owner of GKFF Ventures. Each of these individuals and GKFF disclaims beneficial ownership of the reported securities except to the extent of his or its pecuniary interest therein.
The Series A Preferred Stock automatically converted into Common Stock upon the closing of the Issuer's initial public offering pursuant to the Issuer's Restated Certificate of Incorporation, as amended, based on the conversion rate in effect at the time of conversion. The Series A Preferred Stock issued on September 14, 2009 converted to Common Stock on a 0.00158300-for-1 basis.
The Series B Preferred Stock automatically converted into Common Stock upon the closing of the Issuer's initial public offering pursuant to the Issuer's Restated Certificate of Incorporation, as amended, based on the conversion rate in effect at the time of conversion. The Series B Preferred Stock issued on September 22, 2010 converted to Common Stock on a 0.00181579-for-1 basis.
The Series C Preferred Stock automatically converted into Common Stock upon the closing of the Issuer's initial public offering pursuant to the Issuer's Restated Certificate of Incorporation, as amended, based on the conversion rate in effect at the time of conversion. The Series C Preferred Stock converted to Common Stock on a 0.00121250-for-1 basis.
Upon the closing of the Issuer's initial public offering on June 18, 2014, the reporting person was issued shares of common stock upon the automatic conversion of the principal amount of $4,500,000 plus accrued and unpaid interest on the Senior Subordinated Convertible Note issued to the reporting person on March 28, 2013, which was automatically convertible at 62.5% of the Issuer's initial public offering price pursuant to the terms of the note. The Issuer's initial public offering price was $11.00 per share, so the conversion price was $6.875 per share.
Upon the closing of the Issuer's initial public offering on June 18, 2014, the reporting person was issued shares of common stock upon the automatic conversion of the principal amount of $1,856,279 plus accrued and unpaid interest on the Senior Subordinated Convertible Note issued to the reporting person on May 6, 2013, which was automatically convertible at 62.5% of the Issuer's initial public offering price pursuant to the terms of the note. The Issuer's initial public offering price was $11.00 per share, so the conversion price was $6.875 per share.
Upon the closing of the Issuer's initial public offering on June 18, 2014, the reporting person was issued shares of common stock upon the automatic conversion of the principal amount of $1,247,960 plus accrued and unpaid interest on the Subordinated Convertible Promissory Note issued to the reporting person on June 11, 2012, which was automatically convertible at 62.5% of the Issuer's initial public offering price pursuant to the terms of the note. The Issuer's initial public offering price was $11.00 per share, so the conversion price was $6.875 per share.
Upon the closing of the Issuer's initial public offering on June 18, 2014, the reporting person was issued shares of common stock upon the automatic conversion of the principal amount of $2,533,298 plus accrued and unpaid interest on the Subordinated Convertible Promissory Note issued to the reporting person on September 26, 2012, which was automatically convertible at 62.5% of the Issuer's initial public offering price pursuant to the terms of the note. The Issuer's initial public offering price was $11.00 per share, so the conversion price was $6.875 per share.
Upon the closing of the Issuer's initial public offering on June 18, 2014, the reporting person was issued shares of common stock upon the automatic conversion of the principal amount of $677,972 plus accrued and unpaid interest on the Subordinated Convertible Promissory Note issued to the reporting person on December 6, 2011, which was automatically convertible at 62.5% of the Issuer's initial public offering price pursuant to the terms of the note. The Issuer's initial public offering price was $11.00 per share, so the conversion price was $6.875 per share.
Not applicable.
Immediately prior to the consummation of the Issuer's initial public offering, the warrants to purchase Series C preferred stock were automatically exercised on a cashless basis for shares of Series C preferred stock, resulting in the Issuer's withholding of 130,412 shares of Series C preferred stock to pay the exercise price and issuing to the reporting person the remaining 17,263,222 shares of Series C preferred stock. The Issuer's withholding of Series C preferred stock was at a price per share of Series C preferred stock equivalent to the initial public offering price of $11.00 per share of common stock.
Immediately prior to the consummation of the Issuer's initial public offering, the warrants to purchase Series C preferred stock were automatically exercised on a cashless basis for shares of Series C preferred stock, resulting in the Issuer's withholding of 53,827 shares of Series C preferred stock to pay the exercise price and issuing to the reporting person the remaining 7,125,283 shares of Series C preferred stock. The Issuer's withholding of Series C preferred stock was at a price per share of Series C preferred stock equivalent to the initial public offering price of $11.00 per share of common stock.