0001415889-24-019351.txt : 20240708
0001415889-24-019351.hdr.sgml : 20240708
20240708164029
ACCESSION NUMBER: 0001415889-24-019351
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20240703
FILED AS OF DATE: 20240708
DATE AS OF CHANGE: 20240708
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: SherpaVentures Fund II, LP
CENTRAL INDEX KEY: 0001640276
ORGANIZATION NAME:
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39426
FILM NUMBER: 241105340
BUSINESS ADDRESS:
STREET 1: 505 HOWARD STREET, SUITE 201
CITY: SAN FRANCISCO
STATE: CA
ZIP: 94105
BUSINESS PHONE: 415 805 8500
MAIL ADDRESS:
STREET 1: 505 HOWARD STREET, SUITE 201
CITY: SAN FRANCISCO
STATE: CA
ZIP: 94105
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: SherpaVentures Fund II GP, LLC
CENTRAL INDEX KEY: 0001640277
ORGANIZATION NAME:
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39426
FILM NUMBER: 241105339
BUSINESS ADDRESS:
STREET 1: 505 HOWARD STREET, SUITE 201
CITY: SAN FRANCISCO
STATE: CA
ZIP: 94105
BUSINESS PHONE: 415 805 8500
MAIL ADDRESS:
STREET 1: 505 HOWARD STREET, SUITE 201
CITY: SAN FRANCISCO
STATE: CA
ZIP: 94105
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Astra Space, Inc.
CENTRAL INDEX KEY: 0001814329
STANDARD INDUSTRIAL CLASSIFICATION: TRANSPORTATION SERVICES [4700]
ORGANIZATION NAME: 01 Energy & Transportation
IRS NUMBER: 141916687
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
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
4
1
form4-07082024_080725.xml
X0508
4
2024-07-03
0001814329
Astra Space, Inc.
ASTR
0001640276
SherpaVentures Fund II, LP
800 MARKET STREET, SUITE 800
SAN FRANCISCO
CA
94102
true
false
true
false
0001640277
SherpaVentures Fund II GP, LLC
800 MARKET STREET, SUITE 800
SAN FRANCISCO
CA
94102
1
0
1
0
0
Senior Secured Convertible Notes due 2025
0.808
2024-07-03
4
A
0
500000
500000
A
2025-11-15
Class A Common Stock
618811
5904545
D
Warrant
0.808
2024-07-03
4
A
0
216584
0.808
A
2029-07-03
Class A Common Stock
216584
2429352
D
ACME Fund II (as defined below) may, at its option, prior to maturity, convert all or any portion of the outstanding amount of Senior Secured Convertible Notes due 2025 (the "Convertible Notes"), including accrued paid in kind interest thereon, subject to certain limitations, into shares of Class A Common Stock, at an initial conversion rate of 1,237.6238 shares of Class A Common Stock per $1,000 principal amount of Convertible Notes, which is equivalent to an initial conversion price of approximately $0.808 per share of Class A Common Stock. The conversion rate is subject to adjustment in accordance with the terms of the Convertible Notes and will be subject to standard adjustments in the event of any stock split, stock dividend, stock combination, recapitalization or other similar transactions.
The Convertible Notes are immediately convertible at the option of ACME Fund II, subject to certain limitations, as described in Footnote (4).
The Convertible Notes mature on November 15, 2025 (the "Maturity Date"), provided that the Maturity Date may be extended upon the written agreement of the Issuer and the holders of the Convertible Notes.
Represents the maximum number of shares of Class A Common Stock issuable upon the voluntary conversion of the original stated amount of the Convertible Notes purchased on July 3, 2024. The number of shares issuable upon conversion of the Convertible Notes is subject to increase in connection with the accrual of interest, which is payable in kind, and upon the occurrence of certain Fundamental Changes (as defined in the Convertible Notes). ACME Fund II's ability to convert the Convertible Notes to shares of Class A Common Stock is initially subject to certain limitations, in accordance with rules of the Nasdaq Capital Market.
Includes accrued interest, payable in kind as of May 1, 2024, on the Convertible Notes purchased by ACME Fund II on November 21, 2023 (such purchase having been reported on the Reporting Persons' Form 4 filed on November 24, 2023). To the extent additional interest has accrued on such Convertible Notes after May 1, 2024, such additional interest is not included in this figure.
Securities are held by SherpaVentures Fund II, LP ("ACME Fund II"). SherpaVentures Fund II GP, LLC ("ACME GP II") is the general partner of ACME Fund II and may be deemed to beneficially own the securities held by ACME Fund II. ACME GP II disclaims beneficial ownership in these securities except to the extent of its pecuniary interest therein. Scott Stanford is the manager of ACME GP II and exercises voting and dispositive control over the securities held by ACME Fund II. Mr. Stanford is a director of the Issuer and files separate Section 16 reports.
Immediately exercisable.
/s/ SherpaVentures Fund II GP, LLC, By /s/ Scott Stanford, Manager
2024-07-08
SherpaVentures Fund II, LP, By SherpaVentures Fund II GP, LLC, its General Partner, By /s/ Scott Stanford, Manager
2024-07-08