0001209191-23-021721.txt : 20230330 0001209191-23-021721.hdr.sgml : 20230330 20230330191951 ACCESSION NUMBER: 0001209191-23-021721 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20230328 FILED AS OF DATE: 20230330 DATE AS OF CHANGE: 20230330 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: ALLEN JOHN J CENTRAL INDEX KEY: 0001262166 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39546 FILM NUMBER: 23782323 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Proterra Inc CENTRAL INDEX KEY: 0001820630 STANDARD INDUSTRIAL CLASSIFICATION: MOTOR VEHICLES & PASSENGER CAR BODIES [3711] IRS NUMBER: 902099565 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1815 ROLLINS ROAD CITY: BURLINGAME STATE: CA ZIP: 94010 BUSINESS PHONE: 650-689-8284 MAIL ADDRESS: STREET 1: 1815 ROLLINS ROAD CITY: BURLINGAME STATE: CA ZIP: 94010 FORMER COMPANY: FORMER CONFORMED NAME: ArcLight Clean Transition Corp. DATE OF NAME CHANGE: 20200806 4 1 doc4.xml FORM 4 SUBMISSION X0407 4 2023-03-28 0 0001820630 Proterra Inc PTRA 0001262166 ALLEN JOHN J C/O PROTERRA INC 1815 ROLLINS ROAD BURLINGAME CA 94010 1 0 0 0 0 Common Stock 2023-03-28 4 A 0 33407 0.00 A 67410 D Represents the number of shares of common stock underlying restricted stock units ("RSUs"). Each RSU represents the contingent right to receive one share of the Issuer's common stock. 25% of the total shares underlying the RSUs will vest quarterly on March 31, June 30, September 30, and December 31 (each a "Quarterly Vesting Date"), provided however, that if Reporting Person resigns, retires, or is removed from the Issuer's Board of Directors ("Board") before a Quarterly Vesting Date, then for the quarter in which the Reporting Person ceases Service (as defined in the Issuer's 2021 Equity Incentive Plan ("EIP")), the shares will vest daily (i.e., over the number of days in the year) in the quarter such that the shares vest for each day the Reporting Person provided services, and RSUs which have not been previously settled during the Reporting Person's term of office will be settled upon the Reporting Person's departure from the Board pursuant to the terms of the EIP. John J. Allen, by /s/ Ron A. Metzger, Attorney-in-Fact 2023-03-30 EX-24 2 poa.txt POA DOCUMENT POWER OF ATTORNEY KNOW ALL BY THESE PRESENTS, that the undersigned hereby constitutes and appoints Karina F., Padilla, JoAnn C. Covington and Lori Fuller of Proterra Inc (the "Company") and Michelle Peleg, Raquel Zepeda and Ron A. Metzger of Cooley LLP, and each of them, as the undersigned's true and lawful attorney-in-fact to: (1) execute for and on behalf of the undersigned, in the undersigned's capacity as an officer and/or director of the Company, any and all Form 3, 4 or 5 reports required to be filed by the undersigned in accordance with Section 16(a) of the Securities Exchange Act of 1934, as amended ("Exchange Act"), and the rules and regulations thereunder with respect to transactions in securities of the Company; (2) do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Form 3, 4 or 5 report and timely file such report with the U.S. Securities and Exchange Commission and any stock exchange or similar authority; and (3) take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney in-fact on behalf of the undersigned, pursuant to this Power of Attorney, shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in his discretion. The undersigned hereby grants to such attorney-in-fact full power and authority to do and perform each and every act and thing whatsoever requisite, necessary and proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or her/his substitute or substitutes, shall lawfully do or cause to be done by virtue of this Power of Attorney and the rights and powers herein granted. The undersigned acknowledges that no such attorney in-fact, in serving in such capacity at the request of the undersigned, is hereby assuming, nor is the Company hereby assuming, any of the undersigned's responsibilities to comply with Section 16 of the Exchange Act. The undersigned agrees that such attorney-in-fact may rely entirely on information furnished orally or in writing by the undersigned to each such attorney-in-fact. The undersigned further agrees that each attorney-in-fact and the Company are not responsible for any errors or omissions in such filings. The attorneys-in-fact and the Company are not responsible for determining whether or not the transactions reported could be matched with any other transactions for the purpose of determining liability for short-swing profits under Section 16(b). This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Form 3, 4 or 5 reports with respect to the undersigned's holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact. The undersigned has caused this Power of Attorney to be executed as of the date reflected below. /s/ John J. Allen July 21, 2022