0001140361-22-005245.txt : 20220214 0001140361-22-005245.hdr.sgml : 20220214 20220214151406 ACCESSION NUMBER: 0001140361-22-005245 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20220214 DATE AS OF CHANGE: 20220214 GROUP MEMBERS: GLEN THOMAS KACHER GROUP MEMBERS: LIGHT STREET MERCURY MASTER FUND, L.P. SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Astra Space, Inc. CENTRAL INDEX KEY: 0001814329 STANDARD INDUSTRIAL CLASSIFICATION: TRANSPORTATION SERVICES [4700] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-91610 FILM NUMBER: 22630282 BUSINESS ADDRESS: STREET 1: 1900 SKYHAWK STREET CITY: ALAMEDA STATE: CA ZIP: 94501 BUSINESS PHONE: (866) 278-7217 MAIL ADDRESS: STREET 1: 1900 SKYHAWK STREET CITY: ALAMEDA STATE: CA ZIP: 94501 FORMER COMPANY: FORMER CONFORMED NAME: Holicity Inc. DATE OF NAME CHANGE: 20200608 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: LIGHT STREET CAPITAL MANAGEMENT, LLC CENTRAL INDEX KEY: 0001569049 IRS NUMBER: 272888103 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 505 HAMILTON AVENUE STREET 2: SUITE 110 CITY: PALO ALTO STATE: CA ZIP: 94301 BUSINESS PHONE: 650-234-1640 MAIL ADDRESS: STREET 1: 505 HAMILTON AVENUE STREET 2: SUITE 110 CITY: PALO ALTO STATE: CA ZIP: 94301 SC 13G/A 1 brhc10033609_sc13ga.htm SC 13G/A
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
SCHEDULE 13G
 
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
 
Astra Space, Inc.**
(Name of Issuer)
 
Class A Common Stock, par value $0.0001 per share
(Title of Class of Securities)
 
04634X103
(CUSIP Number)
 
December 31, 2021
(Date of Event which Requires Filing of this Statement)
 
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
 
☐ Rule 13d-1(b)
☒ Rule 13d-1(c)
☐ Rule 13d-1(d)

* The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.
 
**Formerly known as Holicity Inc.
 
The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
 
Continued on following pages
Page 1 of 10 Pages
Exhibit Index: Page 9

CUSIP No. 04634X103
Page 2 of 10 Pages

1
NAMES OF REPORTING PERSONS
 
 
LIGHT STREET CAPITAL MANAGEMENT, LLC
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
    
(a)☐
    
(b)☐
 
 
3
SEC USE ONLY
 
 

 
 
 
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
Delaware
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5
SOLE VOTING POWER
 
 
0
 
 
 
 
6
SHARED VOTING POWER
 
 
5,821,921
 
 
 
 
7
SOLE DISPOSITIVE POWER
 
 
0
 
 
 
 
8
SHARED DISPOSITIVE POWER
 
 
5,821,921
 
 
 
 
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
5,821,921
 
 
 
 
10
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
 
 
☐
 
 
 
 
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
 
2.9%
 
 
 
 
12
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
 
 
IA, OO
 
 
 
 

CUSIP No. 04634X103
Page 3 of 10 Pages

1
NAMES OF REPORTING PERSONS
 
 
GLEN THOMAS KACHER
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
    
(a)☐
    
(b)☐
 
 
3
SEC USE ONLY
 
 

 
 
 
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
United States of America
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5
SOLE VOTING POWER
 
 
0
 
 
 
 
6
SHARED VOTING POWER
 
 
5,821,921
 
 
 
 
7
SOLE DISPOSITIVE POWER
 
 
0
 
 
 
 
8
SHARED DISPOSITIVE POWER
 
 
5,821,921
 
 
 
 
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
5,821,921
 
 
 
 
10
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
 
 
☐
 
 
 
 
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
 
2.9%
 
 
 
 
12
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
 
 
IN, HC
 
 
 
 

CUSIP No. 04634X103
Page 4 of 10 Pages

1
NAMES OF REPORTING PERSONS
 
 
LIGHT STREET MERCURY MASTER FUND, L.P.
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
    
(a)☐
    
(b)☐
 
 
3
SEC USE ONLY
 
 

 
 
 
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
Cayman Islands
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5
SOLE VOTING POWER
 
 
0
 
 
 
 
6
SHARED VOTING POWER
 
 
5,195,147
 
 
 
 
7
SOLE DISPOSITIVE POWER
 
 
0
 
 
 
 
8
SHARED DISPOSITIVE POWER
 
 
5,195,147
 
 
 
 
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
5,195,147
 
 
 
 
10
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
 
 
☐
 
 
 
 
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
 
2.6%
 
 
 
 
12
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
 
 
OO, PN
 
 
 
 

CUSIP No. 04634X103
Page 5 of 10 Pages

Item 1(a).
Name of Issuer:
 
Astra Space, Inc. (the “Issuer”)
 
Item 1(b).
Address of Issuer’s Principal Executive Offices:
 
1900 Skyhawk Street, Alameda, CA, 94501
 
Item 2(a).
Name of Person Filing
 
This Statement is filed on behalf of each of the following persons (collectively, the “Reporting Persons”)
 

 i)
Light Street Capital Management, LLC (“LSCM”);

ii)
Glen Thomas Kacher (“Mr. Kacher”); and

iii)
Light Street Mercury Master Fund, L.P. (“Mercury”).
 
This Statement relates to Shares (as defined herein), held for the account of Mercury, an exempted limited partnership in the Cayman Islands, and Light Street Tungsten Master Fund, L.P., an exempted limited partnership in the Cayman Islands (“Tungsten”), and Light Street Halo, L.P., a Delaware limited partnership (“Halo”). LSCM serves as investment adviser and general partner to each of Mercury, Tungsten and Halo, and, in such capacities, exercises voting and investment power over the Shares held in the accounts for each of Mercury, Tungsten and Halo. Mr. Kacher is the Chief Investment Officer of LSCM. .
 
Item 2(b).
Address of Principal Business Office or, if None, Residence:
 
The address of the principal business office of each of the Reporting Persons is 525 University Avenue, Suite 300, Palo Alto, CA 94301.
 
Item 2(c).
Citizenship:
 

 i)
LSCM is a limited liability company incorporated in Delaware;

ii)
Mr. Kacher is a citizen of the United States of America; and

iii)
Mercury is an exempted limited partnership in the Cayman Islands.
 
Item 2(d).
Title of Class of Securities:
 
Class A Common Stock, par value $0.0001 per share (“Shares”)
 
Item 2(e).
CUSIP Number:
 
04634X103
 
Item 3.
If This Statement is Filed Pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), Check Whether the Person Filing is a:
 
This Item 3 is not applicable.
 
CUSIP No. 04634X103
Page 6 of 10 Pages

Item 4.
Ownership:
 
Item 4(a)
Amount Beneficially Owned:
 
As of December 31, 2021, each of LSCM and Mr. Kacher may be deemed the beneficial owner of 5,821,921 Shares. This amount consists of: (A) 5,195,147 shares held for the account of Mercury; (B) 535,125 shares held for the account of Tungsten; and (C) 91,649 shares held for the account Halo.
 
Item 4(b)
Percent of Class:
 
As of December 31, 2021, each of LSCM and Mr. Kacher may be deemed the beneficial owner of approximately 2.9% of Shares outstanding. (These percentages are based on 202,076,073 Shares outstanding as of November 12, 2021, as reported in the Issuer’s prospectus on Form 10-Q filed on November 11, 2021.)
 
Item 4(c)
Number of Shares as to which such person has:
 
LSCM and Mr. Kacher:
(i) Sole power to vote or direct the vote:
0
(ii) Shared power to vote or direct the vote:
5,821,921
(iii) Sole power to dispose or direct the disposition of:
0
(iv) Shared power to dispose or direct the disposition of:
5,821,921

Mercury:
(i) Sole power to vote or direct the vote:
0
(ii) Shared power to vote or direct the vote:
5,195,147
(iii) Sole power to dispose or direct the disposition of:
0
(iv) Shared power to dispose or direct the disposition of:
5,195,147

Item 5.
Ownership of Five Percent or Less of a Class:
 
If this statement is being filed to report the fact that as of the date hereof the Reporting Persons have ceased to be the beneficial owners of more than five percent of the class of securities, check the following ☒.
 
Item 6.
Ownership of More than Five Percent on Behalf of Another Person:
 
See disclosure in Items 2 and 4 hereof.
 
Item 7.
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person:
 
See disclosure in Item 2 hereof.
 
Item 8.
Identification and Classification of Members of the Group:
 
This Item 8 is not applicable.
 
Item 9.
Notice of Dissolution of Group:
 
This Item 9 is not applicable.
 
CUSIP No. 04634X103
Page 7 of 10 Pages

Item 10.
Certification:
 
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under §240.14a-11.
 
CUSIP No. 04634X103
Page 8 of 10 Pages

SIGNATURE
 
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
 
 
Light Street Capital Management, LLC
   
 
By:
/s/ Theo J. Robins
  
   
Theo J. Robins
   
Chief Compliance Officer
     
 
Glen Thomas Kacher
   
 
By:
/s/ Glen Thomas Kacher
  
   
 
Light Street Mercury Master Fund, L.P.
   
 
By: Light Street Capital Management, LLC
   
 
By:
/s/ Theo J. Robins
  
   
Theo J. Robins
   
Chief Compliance Officer

February 14, 2022

CUSIP No. 04634X103
Page 9 of 10 Pages

EXHIBIT INDEX
 
Ex.
  
Page No.
     
A
Joint Filing Agreement
10

CUSIP No. 04634X103
Page 10 of 10 Pages

EXHIBIT A
 
JOINT FILING AGREEMENT
 
The undersigned hereby agree that the statement on Schedule 13G with respect to the Class A Common Stock of Astra Space, Inc. dated as of February 14, 2022 is, and any amendments thereto (including amendments on Schedule 13D) signed by each of the undersigned shall be, filed on behalf of each of us pursuant to and in accordance with the provisions of Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended.
 
 
Light Street Capital Management, LLC
   
 
By:
/s/ Theo J. Robins
  
   
Theo J. Robins
   
Chief Compliance Officer
     
 
Glen Thomas Kacher
   
 
By:
/s/ Glen Thomas Kacher
  
   
 
Light Street Mercury Master Fund, L.P.
   
 
By: Light Street Capital Management, LLC
   
 
By:
/s/ Theo J. Robins
  
   
Theo J. Robins
   
Chief Compliance Officer

February 14, 2022