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Virtue J Edward's Form 4 filing

Holley Inc.HLLY · filed Jul 19, 2021

Accession no.
0000899243-21-028822
Filed
Jul 19, 2021, 4:00 PM ET
Trade date
Oct 9, 2020-Jul 16, 2021
Filing delay
283 daysLate
Rule 10b5-1 plan
Not on the form (before 2023)

This filing lists 1 non-derivative transaction and 3 derivative transactions. It was filed 283 days after the trade, past the 2-business-day deadline.

Reporting owners

A Form 4 can have several reporting owners, such as a person and a fund they control. Trade tables show the first one.

Reporting owners on this filing
OwnerRelationship to the company
Virtue J EdwardCIK 000126810510% Owner
Empower Sponsor Holdings LLCCIK 000182450010% Owner

Non-derivative securities (Table I)

Acquisitions and disposals of common stock and similar shares, one row per line on the filing.

Non-derivative transactions
Trade dateSecurityTransactionSharesPriceValueShares afterOwnershipFlags
Jul 16, 2021Common StockCConversionAcquired+6,250,000–F1–6,250,000Direct

Derivative securities (Table II)

Options, warrants, restricted stock units and similar. Shares are the underlying shares; price and value are for the derivative itself, and the holding after is in derivative units.

Derivative transactions
Trade dateSecurityTransactionUnderlying sharesUnit priceValueHeld afterOwnershipFlags
Oct 9, 2020Class A ordinary sharesPPurchaseAcquired+4,666,667$1.50+$7,000,000.54,666,667Direct
Nov 23, 2020Class A ordinary sharesJOtherDisposed−937,500–F4–6,250,000Direct
Jul 16, 2021Class A ordinary sharesCConversionDisposed−6,250,000–F1–0Direct

Footnotes and remarks

Livermore keeps the footnotes that transaction prices refer to, all footnotes of amendments (Form 4/A) and the filing's remarks. Other footnotes, such as how indirect holdings are held or the details of a trading plan, are only in the original on SEC EDGAR.

F1

As described in the registration statement on Form S-1 (File No. 333-248899) filed by the issuer of the Class B ordinary shares (the "S-1"), under the heading "Description of Securities," the Class B ordinary shares were automatically convertible into Class A ordinary shares at the time of the issuer's initial business combination or earlier at the option of the holders thereof, on a one-for-one basis, subject to certain adjustments described therein, and had no expiration date. The Class B ordinary shares automatically converted into Class A ordinary shares at the time of the issuer's initial business combination on a one-for-one basis. Upon consummation of the business combination, the Class A ordinary shares were redesignated as common stock (without class designation).

Referenced by the price of 1 transaction in Table I and 1 transaction in Table II.

F4

The Sponsor forfeited the securities reported for no consideration in connection with the underwriters' election to not exercise their over-allotment option.

Referenced by the price of 1 transaction in Table II.

Read the full filing on SEC EDGAR (opens in a new tab)