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Filing Details

Accession Number:: 0001062993-21-006311
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2021-07-02 21:54:41
Reporting Period:: 2017-12-07

Accepted Time:: 2021-07-02 21:54:41
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1719489	Kaleyra Inc.	KLR	()	4

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1390808	Neil Miotto	C/O Kaleyra, Inc. 1731 Embarcadero Road, Suite 200 Palo Alto CA 94303		Yes	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	2017-12-07	356,000	$10.00	3,212,607	No	4	P	Indirect	By GigAcquisitions, LLC (see note below)
Common Stock	Acquisiton	2018-01-09	6,368	$10.00	3,218,975	No	4	P	Indirect	By GigAcquisitions, LLC (see note below)
Common Stock	Disposition	2019-08-09	799,600	$0.00	2,419,375	No	4	J	Indirect	By GigAcquisitions, LLC (see note below)
Common Stock	Acquisiton	2019-08-09	607,056	$0.00	607,056	No	4	J	Indirect	By GigFounders, LLC (see note below)
Common Stock	Disposition	2019-10-11	91,347	$0.00	2,328,028	No	4	J	Indirect	By GigAcquisitions, LLC (see note below)
Common Stock	Acquisiton	2019-10-11	69,352	$0.00	676,408	No	4	J	Indirect	By GigFounders, LLC (see note below)
Common Stock	Disposition	2019-11-12	51,750	$0.00	2,276,278	No	4	J	Indirect	By GigAcquisitions, LLC (see note below)
Common Stock	Acquisiton	2019-11-12	39,289	$0.00	715,697	No	4	J	Indirect	By GigFounders, LLC (see note below)
Common Stock	Acquisiton	2019-11-25	36,237	$0.00	2,312,515	No	4	M	Indirect	By GigAcquisitions, LLC (see note below)
Common Stock	Disposition	2020-12-01	1,876,612	$0.00	435,903	No	4	J	Indirect	By GigAcquisitions, LLC (see note below)
Common Stock	Disposition	2020-12-01	715,697	$0.00	0	No	4	J	Indirect	By GigFounders, LLC (see note below)
Common Stock	Disposition	2021-03-17	435,903	$0.00	0	No	4	J	Indirect	By GigAcquisitions, LLC (see note below)

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	P	Indirect	By GigAcquisitions, LLC (see note below)
No	4	P	Indirect	By GigAcquisitions, LLC (see note below)
No	4	J	Indirect	By GigAcquisitions, LLC (see note below)
No	4	J	Indirect	By GigFounders, LLC (see note below)
No	4	J	Indirect	By GigAcquisitions, LLC (see note below)
No	4	J	Indirect	By GigFounders, LLC (see note below)
No	4	J	Indirect	By GigAcquisitions, LLC (see note below)
No	4	J	Indirect	By GigFounders, LLC (see note below)
No	4	M	Indirect	By GigAcquisitions, LLC (see note below)
No	4	J	Indirect	By GigAcquisitions, LLC (see note below)
No	4	J	Indirect	By GigFounders, LLC (see note below)
No	4	J	Indirect	By GigAcquisitions, LLC (see note below)

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Common Stock	Private Warrants	Acquisiton	2017-12-07	267,000	$10.00	267,000	$11.50
Common Stock	Private Rights	Acquisiton	2017-12-07	356,000	$10.00	35,600	$0.00
Common Stock	Private Warrants	Acquisiton	2018-01-09	4,776	$10.00	4,776	$11.50
Common Stock	Private Rights	Acquisiton	2018-01-09	6,370	$10.00	637	$0.00
Common Stock	Private Rights	Acquisiton	2019-11-25	362,370	$10.00	36,237	$0.00
Common Stock	Private Warrants	Disposition	2021-02-11	271,776	$0.00	271,776	$11.50
Common Stock	Private Warrants	Acquisiton	2021-02-11	17,666	$0.00	17,666	$11.50

Remaning Holdings	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
267,000	No	4	P	Indirect
356,000	No	4	P	Indirect
271,776	No	4	P	Indirect
362,370	No	4	P	Indirect
0	No	4	M	Indirect
0	No	4	J	Indirect
17,666	No	4	J	Direct

Footnotes

$10.00 is the price per Private Unit, with each Private Unit consisting of (i) one share of Common Stock, (ii) 3/4ths of a Private Warrant exercisable at price of $11.50 per whole share of Common Stock, and (iii) one Private Right which entitles the holder to receive 1/10th of one share of Common Stock upon the consummation of the Company's business combination.
Includes 2,856,607 founder shares of Common Stock previously reported in the Form 3 filed by the Reporting Persons on December 7, 2017. Includes up to 379,464 shares of Common Stock that were subject to forfeiture. The underwriters exercised the over-allotment option on January 9, 2018. Consequently, no shares were forfeited.
The Common Stock, Private Warrants, and Private Rights constituting the Private Units are held directly by GigAcquisitions, LLC (the "Sponsor"). Mr. Miotto is a member of GigFounders, LLC ("GigFounders"), which has a financial and voting interest in the Sponsor as a member of the Sponsor and that entities this partnership to participate in any economic return of the Sponsor in accordance with terms negotiated with the other holders of financial and voting interests in the Sponsor. Accordingly, the shares of Common Stock held by the Sponsor. Subject to the interests of such other holders, are indirectly and beneficially owned by Mr. Miotto by virtue of his financial interest in GigFounders, LLC.
As reported by GigCapital, Inc. ("GigCapital") in its Current Report on Form 8-K as filed with the SEC on August 12, 2019, in connection with the assumption of the obligation to fund additional extension note payments for the third and fourth extension, and the additional working capital needs of GigCapital, a portion of the Common Shares held by the Sponsor were transferred to the three other Founders (as defined in such Form 8-K), GigFounders, and certain other members of the Sponsor.
The Common Stock is held directly by GigFounders. The Common Stock held by GigFounders is beneficially owned by Mr. Miotto. Mr. Miotto is a member of GigFounders.
As reported by GigCapital in its Current Report on Form 8-K as filed with the SEC on October 15, 2019, in connection with the assumption of the obligation to fund additional extension note payments for the third and fourth extension, and the additional working capital needs of GigCapital, a portion of the Common Shares held by the Sponsor were transferred to the three other Founders (as defined in such Form 8-K), GigFounders, and certain other members of the Sponsor.
As reported by GigCapital in its Current Report on Form 8-K as filed with the SEC on November 13, 2019, in connection with the assumption of the obligation to fund additional extension note payments for the sixth extension, a portion of the Common Shares held by the Sponsor were transferred to the three other Founders (as defined in such Form 8-K), GigFounders, and certain other members of the Sponsor.
As previously disclosed, the private rights entitled the holder to receive 1/10th of a share of Common Stock upon consummation of the Company's initial business combination without paying any additional consideration.
Distribution of Common Stock to the Sponsor's members.
Distribution of Common Stock to GigFounders' members.
Forfeiture of the 2020 Earnout Shares pursuant to Stock Purchase Agreement entered into on February 22, 2019 for no consideration.
The Private Warrants will become exercisable on the later of 30 days after the completion of the Company's initial business combination or 12 months from the completion of the Company's initial public offering.
The Private Warrants will expire on the fifth anniversary of the Company's completion of its initial business combination.
The private rights entitle the holder to receive 1/10th of a share of Common Stock upon consummation of the Company's initial business combination without paying any additional consideration.
Upon the consummation of the Company's initial business combination.
If the Company is unable to complete its initial business combination within 18 months from the closing date of the offering the Private Rights will expire worthless.
Distribution of Private Warrants to direct and indirect members of the Sponsor.