0000899243-23-004776.txt : 20230213
0000899243-23-004776.hdr.sgml : 20230213
20230213172558
ACCESSION NUMBER: 0000899243-23-004776
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20230210
FILED AS OF DATE: 20230213
DATE AS OF CHANGE: 20230213
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Industry Ventures Tech Buyout, LP
CENTRAL INDEX KEY: 0001750697
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40074
FILM NUMBER: 23620116
BUSINESS ADDRESS:
STREET 1: 30 HOTALING PLACE, 3RD FLOOR
CITY: SAN FRANCISCO
STATE: CA
ZIP: 94111
BUSINESS PHONE: 415-273-4201
MAIL ADDRESS:
STREET 1: 30 HOTALING PLACE, 3RD FLOOR
CITY: SAN FRANCISCO
STATE: CA
ZIP: 94111
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Pathfinder Acquisition LLC
CENTRAL INDEX KEY: 0001839205
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40074
FILM NUMBER: 23620117
BUSINESS ADDRESS:
STREET 1: 1950 UNIVERSITY AVENUE
CITY: PALO ALTO
STATE: CA
ZIP: 94303
BUSINESS PHONE: 650-321-4910
MAIL ADDRESS:
STREET 1: 1950 UNIVERSITY AVENUE
CITY: PALO ALTO
STATE: CA
ZIP: 94303
FORMER NAME:
FORMER CONFORMED NAME: Arrowhead Growth Acquisition, LLC
DATE OF NAME CHANGE: 20210106
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: IV TECH BUYOUT GP, LLC
CENTRAL INDEX KEY: 0001846908
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40074
FILM NUMBER: 23620115
BUSINESS ADDRESS:
STREET 1: 1950 UNIVERSITY AVENUE, SUITE 350
CITY: PALO ALTO
STATE: CA
ZIP: 94303
BUSINESS PHONE: 650-321-4910
MAIL ADDRESS:
STREET 1: 1950 UNIVERSITY AVENUE, SUITE 350
CITY: PALO ALTO
STATE: CA
ZIP: 94303
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: HGGC PATHFINDER HOLDINGS I, LLC
CENTRAL INDEX KEY: 0001846373
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40074
FILM NUMBER: 23620114
BUSINESS ADDRESS:
STREET 1: 1950 UNIVERSITY AVENUE, SUITE 350
CITY: PALO ALTO
STATE: CA
ZIP: 94303
BUSINESS PHONE: 650-321-4910
MAIL ADDRESS:
STREET 1: 1950 UNIVERSITY AVENUE, SUITE 350
CITY: PALO ALTO
STATE: CA
ZIP: 94303
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: ARROWHEAD HOLDINGS, LLC / NEW
CENTRAL INDEX KEY: 0001846572
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40074
FILM NUMBER: 23620113
BUSINESS ADDRESS:
STREET 1: 1950 UNIVERSITY AVENUE, SUITE 350
CITY: PALO ALTO
STATE: CA
ZIP: 94303
BUSINESS PHONE: 650-321-4910
MAIL ADDRESS:
STREET 1: 1950 UNIVERSITY AVENUE, SUITE 350
CITY: PALO ALTO
STATE: CA
ZIP: 94303
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Movella Holdings Inc.
CENTRAL INDEX KEY: 0001839132
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372]
IRS NUMBER: 000000000
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 3535 EXECUTIVE TERMINAL DRIVE
STREET 2: SUITE 110
CITY: HENDERSON
STATE: NV
ZIP: 89052
BUSINESS PHONE: 310-481-1800
MAIL ADDRESS:
STREET 1: 3535 EXECUTIVE TERMINAL DRIVE
STREET 2: SUITE 110
CITY: HENDERSON
STATE: NV
ZIP: 89052
FORMER COMPANY:
FORMER CONFORMED NAME: Pathfinder Acquisition Corp
DATE OF NAME CHANGE: 20210106
FORMER COMPANY:
FORMER CONFORMED NAME: Arrowhead Growth Acquisition Corp
DATE OF NAME CHANGE: 20210105
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2023-02-10
0
0001839132
Movella Holdings Inc.
MVLA
0001839205
Pathfinder Acquisition LLC
C/O PATHFINDER ACQUISITION CORPORATION
1950 UNIVERSITY AVENUE, SUITE 350
PALO ALTO
CA
94303
0
0
1
0
0001750697
Industry Ventures Tech Buyout, LP
522 WASHINGTON ST.
SAN FRANCISCO
CA
94111
0
0
1
0
0001846908
IV TECH BUYOUT GP, LLC
522 WASHINGTON ST.
SAN FRANCISCO
CA
94111
0
0
1
0
0001846373
HGGC PATHFINDER HOLDINGS I, LLC
1950 UNIVERSITY AVENUE, SUITE 350
PALO ALTO
CA
94303
0
0
1
0
0001846572
ARROWHEAD HOLDINGS, LLC / NEW
272 ROUND HILL ROAD
GREENWICH
CT
068319
0
0
1
0
Common Stock
2023-02-10
4
M
0
4025000
A
4025000
I
See footnotes
Class B Ordinary Shares
2023-02-10
4
M
0
4025000
D
Common Stock
4025000
4025000
I
See footnotes
Class B Ordinary Shares
2023-02-10
4
D
0
4025000
D
Common Stock
4025000
0
I
See footnotes
Warrants
2023-02-10
4
A
0
4125000
D
Common Stock
4125000
4125000
I
See footnotes
Pursuant to the Business Combination Agreement, dated October 3, 2022 (the "Business Combination Agreement"), by and among Pathfinder Acquisition Corporation, a Cayman Islands exempted company (the "Company"), Movella Inc., a Delaware corporation ("Movella"), and Motion Merger Sub, Inc., a Delaware corporation, the parties effected a business combination transaction ("Business Combination"), on February 10, 2023. In connection with the Business Combination, the Company domesticated as a Delaware corporation (the "Domestication") and changed its name to "Movella Holdings Inc." ("New Movella"). In connection with the consummation of the Business Combination, 4,025,000 of Class B ordinary shares, par value $0.0001, of the Company, which were previously convertible into Class A ordinary shares, par value $0.0001, of the Company converted into shares of common stock, par value $0.00001 per share, of New Movella simultaneously with the closing of the Business Combination.
Pursuant to the Sponsor Letter Agreement, dated October 3, 2022, by and among Movella, the Company, Pathfinder Acquisition LLC (the "Sponsor"), and certain other investors, immediately following the Domestication, the Sponsor forfeited, surrendered and transferred to the Company 4,025,000 Class B Ordinary Shares for no consideration.
The securities reported herein are held directly by Pathfinder Acquisition LLC (the "Sponsor"). The board of managers of the Sponsor exercises voting and dispositive power over all securities held by the Sponsor. HGGC Pathfinder Holdings I, LLC has the power to appoint three members to the board of managers of the Sponsor. Arrowhead Holdings, LLC ("Arrowhead") has the power to appoint a member to the board of managers of the Sponsor. Industry Ventures Tech Buyout, LP ("Tech Buyout") has the power to appoint two members to the board of managers of the Sponsor, IV Tech Buyout GP, LLC ("Tech Buyout GP") is the general partner of Tech Buyout and has the power to direct the affairs of Tech Buyout.
(continued from footnote 3) Accordingly, each of HGGC Holdings, Arrowhead, Tech Buyout and Tech Buyout GP may be deemed to share dispositive power over the securities held by the Sponsor, and thus, may be deemed to be the beneficial owners of these securities. Each of HGGC Holdings, Arrowhead, Tech Buyout and Tech Buyout GP disclaims beneficial ownership of any securities held by the Sponsor except to the extent of such entity's pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose.
Pursuant to the Business Combination Agreement, private placement warrants held by the Reporting Person which were held as of the effectiveness of the Company's initial public offering but were not exercisable until the consummation of the Business Combination were converted into warrants of New Movella.
Pathfinder Acquisition LLC By: /s/ Lance Taylor, Chief Financial Officer
2023-02-13
Industry Ventures Tech Buyout, L.P.: /s/ Lindsay Sharma, Managing Director
2023-02-13
IV Tech Buyout GP, LLC: /s/ Lindsay Sharma, Managing Director
2023-02-13
Arrowhead Holdings, LLC: /s/ David Chung, Sole Manager
2023-02-13
HGGC Pathfinder Holdings I, LLC: /s/ Richard Lawson, Manager
2023-02-13