Annual Statement of Changes in Beneficial Ownership (5)
February 10 2022 - 4:25PM
Edgar (US Regulatory)
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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Form 3 Holdings Reported
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Form 4 Transactions Reported
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
ANNUAL STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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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
*
Sheridan Eugene | 2. Issuer Name and Ticker or Trading SymbolNavitas Semiconductor Corp [NVTS] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) President & CEO |
(Last)
(First)
(Middle)
C/O NAVITAS SEMICONDUCTOR USA, INC., 2101 E. EL SEGUNDO BLVD., SUITE 205 | 3. Statement for Issuer's Fiscal Year Ended (MM/DD/YYYY) 12/31/2021 |
(Street)
EL SEGUNDO, CA 90245
(City)
(State)
(Zip)
| 4. If Amendment, Date Original Filed(MM/DD/YYYY) | 6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form Filed by One Reporting Person
___ Form Filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3) | 2. Trans. Date | 2A. Deemed Execution Date, if any | 3. Trans. Code (Instr. 8) | 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) |
Amount | (A) or (D) | Price |
Class A Common Stock | 12/15/2021 | | G | 600000 (1) | D | $0 | 2476044 | I | In trust |
Class A Common Stock | 12/15/2021 | | G | 600000 (1)(2) | A | $0 | 3076044 (2) | I | In trust |
Class A Common Stock | 12/15/2021 | | G | 210000 (3) | D | $0 | 2866044 (2) | I | In trust |
Class A Common Stock | | | | | | | 2736000 (4) | D | |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date (MM/DD/YYYY) | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of Derivative Securities Beneficially Owned at End of Issuer's Fiscal Year (Instr. 4) | 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) |
(A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Explanation of Responses: |
(1) | Gift to trust for the benefit of the reporting person's immediate family members including for estate planning purposes. Transferred shares remain subject to the same contractual lock-up restrictions which applied prior to transfer. |
(2) | The reporting person may be deemed to beneficially own 600,000 of the reported securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended. The reporting person disclaims such beneficial ownership as to 600,000 of the reported securities. |
(3) | Gift to trust reflecting dispositions for the benefit of the reporting person's family members. Transferred shares remain subject to the same contractual lock-up restrictions which applied prior to transfer. |
(4) | Reflects unvested restricted stock units which vest in one-third increments on each of October 19, 2022, August 25, 2023 and August 25, 2024 or earlier upon certain events. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Sheridan Eugene C/O NAVITAS SEMICONDUCTOR USA, INC. 2101 E. EL SEGUNDO BLVD., SUITE 205 EL SEGUNDO, CA 90245 | X |
| President & CEO |
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Signatures
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/s/ Paul D. Delva, Attorney-in-fact | | 2/10/2022 |
**Signature of Reporting Person | Date |
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