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Filing Details

Accession Number:: 0001104659-22-122167
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2022-11-25 20:12:54
Reporting Period:: 2022-11-22

Accepted Time:: 2022-11-25 20:12:54
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1813658	Tempo Automation Holdings Inc.	TMPO	Printed Circuit Boards (3672)	921138525

Insiders

Cik	Name	Reported Address	Director	Officer	Large Shareholder	Other
1909358	Ltd Holdings So5 Ace	8 Marina View Asia Square Tower 1, #43-01 Singapore U0 018960	No	No	Yes	No
1951361	Ace Equity Partners Llc	31, Nonhyeon-Ro, 36-Gil, Gangnam-Gu Seoul M5 06296	No	No	Yes	No
1951364	Ltd. Pte International Partners Equity Ace	8 Marina View Asia Square Tower 1, #43-01 Singapore U0 018960	No	No	Yes	No
1951600	Young David Ko	31, Nonhyeon-Ro, 36-Gil, Gangnam-Gu Seoul M5 06296	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	2022-11-22	485,714	$0.00	485,714	No	4	J	Indirect	See Footnote
Common Stock	Acquisiton	2022-11-22	95,694	$0.00	95,694	No	4	J	Indirect	See Footnote
Common Stock	Acquisiton	2022-11-22	520,000	$0.00	520,000	No	4	P	Indirect	See Footnote

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	J	Indirect	See Footnote
No	4	J	Indirect	See Footnote
No	4	P	Indirect	See Footnote

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Common Stock	Class B ordinary shares	Disposition	2022-11-22	755,930	$0.00	755,930	$0.00
Common Stock	Private Placement Warrants	Acquisiton	2022-11-22	891,714	$0.00	891,714	$11.50
Common Stock	Private Placement Warrants	Acquisiton	2022-11-22	468,750	$0.00	468,750	$11.50

Remaning Holdings	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
0		No	4	J	Indirect
891,714	2027-11-22	No	4	J	Indirect
468,750	2027-11-22	No	4	J	Indirect

Footnotes

On November 22, 2022, pursuant to that certain Amended and Restated Agreement and Plan of Merger, dated as of August 12, 2022, as amended (the "Merger Agreement"), entered into by and among ACE Convergence Acquisition Corp. (the "Issuer"), ACE Convergence Subsidiary Corp., a wholly owned subsidiary of the Issuer ("Merger Sub"), and Tempo Automation, Inc. ("Tempo"), Merger Sub merged with and into Tempo, with Tempo as the surviving corporation and a wholly owned subsidiary of the Issuer (the "Business Combination"). After the closing of the Business Combination, the Issuer changed its name to "Tempo Automation Holdings, Inc."
In connection with the Business Combination, the Issuer domesticated as a Delaware corporation (the "Domestication"). Immediately prior to the Domestication, the Reporting Person received 485,714 Issuer Class A ordinary shares in exchange for the 755,930 Issuer Class B ordinary shares held by him. These Class A ordinary shares were then converted into shares of Issuer common stock in the Domestication. The 485,714 shares include 135,000 shares subject to forfeiture if the vesting conditions set forth in the Sponsor Support Agreement, dated as of October 13, 2021, as amended from time to time, entered into in connection with the Business Combination by and among the Issuer, Tempo and other parties thereto are not met.
Reflects securities held directly by ACE SO5 Holdings Limited ("ACE SO5"). ACE Equity Partners International Pte Ltd. ("AEPI") is the sole owner of the voting equity of ACE SO5. The sole shareholder of AEPI is ACE Equity Partners LLC, which is wholly owned and controlled by David Y. Ko. Denis Tse is the manager of ACE SO5. Mr. Tse disclaims beneficial ownership of securities held by ACE SO5.
Reflects shares of Issuer common stock received for Tempo common stock held immediately prior to the closing of the Business Combination pursuant to the terms of the Merger Agreement.
Reflects securities held directly by AEPI. The sole shareholder of AEPI is ACE Equity Partners LLC, which is wholly owned and controlled by David Y. Ko.
Reflects 200,000 shares of Issuer common stock purchased from the Issuer at $10.00 per share, plus an additional 320,000 shares received for no additional consideration as incentive shares pursuant to the terms of the Third Amended and Restated Subscription Agreement entered into with respect to such purchase.
Reflects securities held directly by Acme Height Limited ("Acme Height"). AEPI is the sole owner of Acme Height. The sole shareholder of AEPI is ACE Equity Partners LLC, which is wholly owned and controlled by David Y. Ko.
Represents Private Placement Warrants distributed to ACE SO5 in January 2022 by ACE Convergence Acquisition LLC (the "Sponsor") which were originally acquired by the Sponsor from the Issuer in connection with the Issuer's initial public offering.
Each warrant is exercisable for one share of the Issuer's common stock at an exercise price of $11.50 per share, subject to certain adjustments. The warrants may be exercised commencing thirty days following the closing of the Business Combination and expire on November 22, 2027, or earlier upon redemption or liquidation.
Represents Private Placement Warrants distributed to ACE SO3 Holdings Limited ("ACE SO3") in May 2022.
Reflects securities held directly by ACE SO3. The sole shareholder of ACE SO3 is ACE Equity Partners LLC, which is wholly owned and controlled by David Y. Ko.