Filing Details
- Accession Number:
- 0001418812-20-000046
- Form Type:
- 4
- Zero Holdings:
- No
- Publication Time:
- 2020-06-05 17:19:14
- Reporting Period:
- 2020-06-03
- Accepted Time:
- 2020-06-05 17:19:14
- SEC Url:
- Form 4 Filing
Issuer
Cik | Name | Symbol | Sector (SIC) | IRS No |
---|---|---|---|---|
1731289 | Nikola Corp | NKLA | () | DE |
Insiders
Cik | Name | Reported Address | Insider Title | Director | Officer | Large Shareholder | Other |
---|---|---|---|---|---|---|---|
1159187 | W Jeffrey Ubben | One Letterman Drive Building D, 4Th Floor San Francisco CA 94129 | Yes | No | No | Yes | |
1351069 | Valueact Capital Management, L.p. | One Letterman Drive Building D, 4Th Floor San Francisco CA 94129 | Yes | No | No | Yes | |
1351073 | Valueact Capital Management, Llc | One Letterman Drive Building D, 4Th Floor San Francisco CA 94129 | Yes | No | No | Yes | |
1418812 | Va Partners I, Llc | One Letterman Drive Building D, 4Th Floor San Francisco CA 94129 | Yes | No | No | Yes | |
1418813 | Valueact Holdings Gp, Llc | One Letterman Drive Building D, 4Th Floor San Francisco CA 94129 | Yes | No | No | Yes | |
1418814 | Valueact Holdings, L.p. | One Letterman Drive Building D, 4Th Floor San Francisco CA 94129 | Yes | No | No | Yes | |
1728461 | Valueact Spring Master Fund, L.p. | One Letterman Drive Building D, 4Th Floor San Francisco CA 94129 | Yes | No | No | Yes | |
1763309 | Valueact Holdings Ii, L.p. | One Letterman Drive Building D, Fourth Floor San Francisco CA 94129 | Yes | No | No | Yes | |
1814133 | Va Spring Nm, Llc | One Letterman Drive Building D, Fourth Floor San Francisco CA 94129 | Yes | No | No | Yes |
Reported Non-Derivative Transactions
Sec. Name | Acquisiton - Disposition | Date | Amount | Price | Remaning Holdings | Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
---|---|---|---|---|---|---|---|---|---|---|
Common Stock | Acquisiton | 2020-06-03 | 8,686,587 | $0.00 | 8,686,587 | No | 4 | A | Indirect | See Footnotes |
Common Stock | Acquisiton | 2020-06-03 | 6,675,437 | $0.00 | 6,675,437 | No | 4 | A | Indirect | See Footnotes |
Common Stock | Acquisiton | 2020-06-03 | 5,000,000 | $10.00 | 11,675,437 | No | 4 | P | Indirect | See Footnotes |
Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
---|---|---|---|---|
No | 4 | A | Indirect | See Footnotes |
No | 4 | A | Indirect | See Footnotes |
No | 4 | P | Indirect | See Footnotes |
Footnotes
- Received pursuant to the Business Combination Agreement, dated as of March 2, 2020, by and among VectoIQ Acquisition Corp. ("VectoIQ"), Nikola Corporation ("Legacy Nikola") and VCTIQ Merger Sub Corp., a wholly-owned subsidiary of VectoIQ ("Merger Sub"), pursuant to which Merger Sub merged with and into Legacy Nikola, with Legacy Nikola surviving the merger as a wholly-owned subsidiary of VectoIQ (which subsequently changed its name to "Nikola Corporation", the "Issuer").
- Consists of 8,686,587 shares beneficially owned by VA Spring NM, LLC. As managing member of VA Spring NM, LLC, Mr. Ubben may be deemed to indirectly beneficially own shares held by such entity.
- Each reporting person listed herein disclaims beneficial ownership of the reported securities except to the extent of its pecuniary interest therein, and this report shall not be deemed an admission that such person is the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.
- Consists of 6,675,437 shares beneficially owned by ValueAct Spring Master Fund, L.P., and may be deemed to be indirectly beneficially owned by (i) VA Partners I, LLC as General Partner of ValueAct Spring Master Fund, L.P., (ii) ValueAct Capital Management, L.P. as the manager of ValueAct Spring Master Fund, L.P., (iii) ValueAct Capital Management, LLC as General Partner of ValueAct Capital Management, L.P., (iv) ValueAct Holdings, L.P. as the majority owner of the membership interests of VA Partners I, LLC, (v) ValueAct Holdings II, L.P. as the sole owner of the membership interests of ValueAct Capital Management, LLC and as the majority owner of the limited partnership interests of ValueAct Capital Management, L.P., and (vi) ValueAct Holdings GP, LLC as General Partner of ValueAct Holdings, L.P. and ValueAct Holdings II, L.P.
- ValueAct Spring Master Fund, L.P. purchased 5,000,000 shares of VectoIQ's common stock at a price of $10.00 per share, pursuant to a private placement. The securities reported herein are directly beneficially owned by ValueAct Spring Master Fund, L.P. and may be deemed to be indirectly beneficially owned by (i) VA Partners I, LLC as General Partner of ValueAct Spring Master Fund, L.P., (ii) ValueAct Capital Management, L.P. as manager of ValueAct Spring Master Fund, L.P., (iii) ValueAct Capital Management, LLC as General Partner of ValueAct Capital Management, L.P., (iv) ValueAct Holdings, L.P. as the majority owner of the membership interests of VA Partners I, LLC, (v) ValueAct Holdings II, L.P. as the sole owner of the membership interests of ValueAct Capital Management, LLC and as the majority owner of the limited partnership interests of ValueAct Capital Management, L.P., and (vi) ValueAct Holdings GP, LLC as General Partner of ValueAct Holdings, L.P. and ValueAct Holdings II, L.P.