Davidson Francis's Form 4/A amendment
AmendedSonder Holdings Inc. (SOND) · filed Jan 25, 2022
- Accession no.
- 0001209191-22-004853
- Filed
- Jan 25, 2022
- Trade date
- Jan 21, 2022
- Filing delay
- 4 days
- Rule 10b5-1 plan
- Not on the form (before 2023)
- Original filed
- Jan 18, 2022
This filing lists 1 non-derivative transaction. It carries over 3 transactions from the original filing that it did not restate. Open-market sales total $15.0M. It was filed 4 days after the trade.
This amendment restates part of 0001209191-22-003601 (filed Jan 18, 2022). The transactions it did not restate still count and are listed below.
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.
| Owner | Relationship to the company |
|---|---|
| Davidson FrancisCIK 0001875985 | Director, Officer (Chief Executive Officer) |
Non-derivative securities (Table I)
Acquisitions and disposals of common stock and similar shares, one row per line on the filing.
| Trade date | Security | Transaction | Shares | Price | Value | Shares after | Ownership | Flags |
|---|---|---|---|---|---|---|---|---|
| Jan 21, 2022 | Common Stock | SSaleDisposed | −1,829,268 | $8.20 | −$14,999,997.6 | 3,367,772 | Direct |
Carried over from the original filing
This amendment restates only part of the original filing. The original's other transactions still stand, and the trade tables on Livermore count them under this amendment.
From 0001209191-22-003601 (filed Jan 18, 2022).
Non-derivative securities (Table I)
| Trade date | Security | Transaction | Shares | Price | Value | Shares after | Ownership | Flags |
|---|---|---|---|---|---|---|---|---|
| Jan 18, 2022 | Common Stock | AGrant or awardAcquired | +5,197,040 | $0.00 | $0 | 5,197,040 | Direct |
Derivative securities (Table II)
| Trade date | Security | Transaction | Underlying shares | Unit price | Value | Held after | Ownership | Flags |
|---|---|---|---|---|---|---|---|---|
| Jan 18, 2022 | Common Stock | AGrant or awardAcquired | +7,421,382 | $0.00 | $0 | 7,421,382 | Direct | |
| Jan 18, 2022 | Common Stock | AGrant or awardAcquired | +4,728,634 | $0.00 | $0 | 4,728,634 | Direct |
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
This amended Form 4 does not report a new transaction by the Reporting Person. It is being filed solely to correct the date of the sale transaction previously reported on the Form 4 filed on January 18, 2022.
- F2
A portion of the shares are subject to repurchase by the Issuer, which repurchase rights will lapse as to such shares as set forth in the restricted stock purchase agreement dated as of December 2, 2019 entered into between the Reporting Person and Private Company Sonder (as previously defined in the Form 4 filed on January 18, 2022), provided that the Reporting Person remains a service provider to the Issuer through such respective repurchase periods.
- F3
As a result of the Business Combination (as previously defined in the Form 4 filed on January 18, 2022), the Reporting Person is entitled to receive his pro rata portion of additional shares of Common Stock for no additional consideration, if the daily volume weighted average price (based on such trading day) of one share exceeds certain thresholds for a period of at least 10 days out of 20 consecutive trading days, as adjusted, at any time during the 5 year period beginning on the 180th day following the closing of the Business Combination.