Amended Statement of Beneficial Ownership (3/a)
July 26 2021 - 07:49PM
Edgar (US Regulatory)
FORM 3
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UNITED STATES SECURITIES AND EXCHANGE
COMMISSION
Washington, D.C. 20549
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP
OF SECURITIES
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OMB
APPROVAL
OMB Number: 3235-0104
Estimated average burden
hours per response... 0.5 |
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Filed pursuant to Section 16(a) of the
Securities Exchange Act of 1934 or Section 30(h) of the Investment
Company Act of 1940
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|
1. Name
and Address of Reporting Person * ZAVOLI JOHN R |
2. Date of Event Requiring Statement
(MM/DD/YYYY)
7/16/2021
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3. Issuer Name and Ticker or Trading
Symbol Hyzon Motors Inc. [HYZN] |
(Last)
(First)
(Middle)
C/O 475 QUAKER MEETING HOUSE ROAD |
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)_____
Director _____
10% Owner
___X___ Officer (give title
below) _____
Other (specify below)
See Remarks / |
(Street)
HONEOYE
FALLS, NY 14472
(City)
(State)
(Zip)
|
5. If Amendment, Date Original
Filed(MM/DD/YYYY)
7/16/2021
|
6. Individual or Joint/Group
Filing(Check Applicable
Line)_X_ Form filed by One Reporting
Person
___ Form filed by More than One Reporting Person |
Table I - Non-Derivative Securities Beneficially
Owned
|
1.Title of Security
(Instr. 4) |
2. Amount of Securities Beneficially Owned
(Instr. 4) |
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5) |
4. Nature of Indirect Beneficial Ownership
(Instr. 5) |
Class A Common Stock, par value $0.0001 per share |
1000 |
D |
|
Class A Common Stock, par value $0.0001 per share |
250 |
I |
By Wife |
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible
securities)
|
1. Title of Derivate Security
(Instr. 4) |
2. Date Exercisable and Expiration Date
(MM/DD/YYYY) |
3. Title and Amount of Securities Underlying
Derivative Security
(Instr. 4) |
4. Conversion or Exercise Price of Derivative
Security |
5. Ownership Form of Derivative Security: Direct (D)
or Indirect (I)
(Instr. 5) |
6. Nature of Indirect Beneficial Ownership
(Instr. 5) |
Date Exercisable |
Expiration Date |
Title |
Amount or Number of Shares |
Restricted Stock Units |
(1) |
(1) |
Class A Common Stock, par value $0.0001 per share |
106320 |
(2)(3) |
D |
|
Explanation of
Responses: |
(1) |
Restricted stock units under
the Hyzon Motors Inc. 2020 Stock Incentive Plan, granted on
February 18, 2021 (the "Grant Date"); restricted stock units vest
pursuant to a five year vesting schedule, whereby one-sixth of the
total number of shares vest on the Grant Date and each year on the
anniversary of the Grant Date, subject to continued employment with
the Issuer. |
(2) |
On July 16, 2021, pursuant
to the Business Combination Agreement and Plan of Reorganization,
dated as of February 8, 2021 (the "Business Combination
Agreement"), by and among Hyzon Motors Inc. (f/k/a Decarbonization
Plus Acquisition Corporation) (the "Issuer"), DCRB Merger Sub Inc.
a wholly owned subsidiary of the Company ("Merger Sub") and Hyzon
Motors USA Inc. (f/k/a Hyzon Motors Inc.) ("Old Hyzon"), Merger Sub
merged with and into Old Hyzon with Old Hyzon as the surviving
corporation and a wholly owned subsidiary of the Issuer (the
"Merger"). At the effective time of the Merger, each restricted
stock unit ("RSU") denominated in shares of Old Hyzon was assumed
by the Issuer and converted into (A) an RSU denominated in shares
of Class A common stock of the Issuer equal to the product (rounded
down to the nearest whole number) of (x) the number of Old Hyzon
shares subject to the RSU immediately prior to the effective time
of the Merger and (y) the Exchange Ratio (1.7720) |
(3) |
(Continued from footnote 2)
and (B) the contingent right to receive Earnout Shares (as defined
in the Business Combination Agreement) in accordance with Section
3.03 of the Business Combination Agreement. |
Remarks:
General Counsel & Chief Legal Officer.
This amendment is being filed to include the SEC filing code for
John Ralph Zavoli, the reporting person, which was not available at
the time of the original filing. |
Reporting
Owners
|
Reporting Owner Name / Address |
Relationships
|
Director |
10% Owner |
Officer |
Other |
ZAVOLI JOHN R
C/O 475 QUAKER MEETING HOUSE ROAD
HONEOYE FALLS, NY 14472 |
|
|
See Remarks |
|
Signatures
|
/s/ John Zavoli |
|
7/26/2021 |
**Signature of Reporting
Person |
Date |
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