SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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*
KONOWIECKI JOSEPH S

(Last) (First) (Middle)
C/O ALIGNMENT HEALTHCARE, INC. 1100 W.
TOWN & COUNTRY ROAD, SUITE 1600

(Street)
ORANGE CA 92868

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
03/26/2021
3. Issuer Name and Ticker or Trading Symbol
Alignment Healthcare, Inc. [ ALHC ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
5. If Amendment, Date of Original Filed (Month/Day/Year)
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)
Common Stock, par value $0.001 per share ("Common Stock") 831,884(1)(2) D
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: 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
Explanation of Responses:
1. Represents 696,278 shares of Common Stock of Alignment Healthcare, Inc. (the "Company") and 102,273 restricted shares of Common Stock of the Company that will vest upon a change of control of the Company or otherwise (A) if received in exchange for pre-IPO (as defined below) transaction-based incentive units, on the later of (x) the four-year anniversary of the initial vesting date, or (y) 50% on the first anniversary of Company's initial public offering (the "IPO") and 50% on the second anniversary of the IPO, in each case, subject to Mr. Konowiecki's continued employment or service on each such vesting date and (B) if received in exchange for pre-IPO service-based incentive units, according to the pre-IPO vesting schedule of the pre-IPO service-based incentive units.
2. Also represents 33,333 restricted stock units, each restricted stock unit representing the right to receive one share of Common Stock of the Company, with the restrictions lapsing on one third of the restricted stock units on each of the first three anniversaries of the IPO, all of which will be settled upon the earlier of the third anniversary of the grant date or the termination of Mr. Konowiecki's board service.
Remarks:
Exhibit List - Exhibit 24.1 - Power of Attorney
/s/ Richard A Cross, as Attorney-in-Fact, for Joseph S Konowiecki 03/26/2021
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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