0001104659-21-094066.txt : 20210720
0001104659-21-094066.hdr.sgml : 20210720
20210720181105
ACCESSION NUMBER: 0001104659-21-094066
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20210716
FILED AS OF DATE: 20210720
DATE AS OF CHANGE: 20210720
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Saintil Merline
CENTRAL INDEX KEY: 0001699497
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39417
FILM NUMBER: 211102155
MAIL ADDRESS:
STREET 1: 10 SOUTH FIRST AVENUE
CITY: WALLA WALLA
STATE: WA
ZIP: 99362
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Evolv Technologies Holdings, Inc.
CENTRAL INDEX KEY: 0001805385
STANDARD INDUSTRIAL CLASSIFICATION: COMPUTER PERIPHERAL EQUIPMENT, NEC [3577]
IRS NUMBER: 844473840
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 12141 WICKCHESTER LN., SUITE 325
CITY: HOUSTON
STATE: TX
ZIP: 77079
BUSINESS PHONE: 212-653-0153
MAIL ADDRESS:
STREET 1: 12141 WICKCHESTER LN., SUITE 325
CITY: HOUSTON
STATE: TX
ZIP: 77079
FORMER COMPANY:
FORMER CONFORMED NAME: NewHold Investment Corp.
DATE OF NAME CHANGE: 20200303
4
1
tm2122604-17_4seq1.xml
OWNERSHIP DOCUMENT
X0306
4
2021-07-16
0
0001805385
Evolv Technologies Holdings, Inc.
EVLV
0001699497
Saintil Merline
C/O EVOLV TECHNOLOGIES HOLDINGS, INC.
500 TOTTEN POND ROAD, 4TH FLOOR
WALTHAM
MA
02451
1
0
0
0
Stock Option (Right to Buy)
0.42
2021-07-16
4
A
0
280918
A
2031-01-12
Class A Common Stock
280918
280918
D
Performance Rights
2021-07-16
4
A
0
32534
A
Class A Common Stock
32534
32534
D
The Reporting Person acquired these securities on July 16, 2021 as consideration and in exchange for the Reporting Person's holdings in Evolv Technologies, Inc. ("Old Evolv") pursuant to an Agreement and Plan of Merger dated March 5, 2021, by and among Old Evolv, NewHold Investments Corp. (the predecessor to Issuer) and NHIC Sub Inc., as amended by that certain First Amendment to Agreement and Plan of Merger dated June 5, 2021 (as so amended, the "Merger Agreement").
The option vests in 48 equal monthly installments and may be exercised as to the vested portions commencing on January 13, 2022.
Each performance right represents a contingent right to receive one share of the Issuer's Class A common stock. Pursuant to an "Earn Out" provision in the Merger Agreement, the performance rights vest upon the Issuer's Class A Common stock achieving a specified price per share as follows: (i) 1/3 of the shares shall be issued if the closing sale price of Class A common stock equals or exceeds $12.50 per share for any period of 20 trading days out of 30 consecutive trading days prior to March 5, 2026; (ii) 1/3 of the shares shall be issued if the closing sale price of Class A common stock equals or exceeds $15.00 per share for any period of 20 trading days out of 30 consecutive trading days prior to March 5, 2026; and (iii) 1/3 of the shares shall be issued if the closing sale price of Class A common stock equals or exceeds $17.50 per share for any period of 20 trading days out of 30 consecutive trading days prior to March 5, 2026.
/s/ Peter Faubert, Attorney-in-fact for Merline Saintil
2021-07-20