0001104659-20-141100.txt : 20201231 0001104659-20-141100.hdr.sgml : 20201231 20201231201508 ACCESSION NUMBER: 0001104659-20-141100 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20201229 FILED AS OF DATE: 20201231 DATE AS OF CHANGE: 20201231 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Selwood Lionel E. Jr. CENTRAL INDEX KEY: 0001835429 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38795 FILM NUMBER: 201429772 MAIL ADDRESS: STREET 1: 4380 AYERS AVENUE CITY: VERNON STATE: CA ZIP: 90058 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Romeo Power, Inc. CENTRAL INDEX KEY: 0001757932 STANDARD INDUSTRIAL CLASSIFICATION: MISCELLANEOUS ELECTRICAL MACHINERY, EQUIPMENT & SUPPLIES [3690] IRS NUMBER: 832289787 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 340 MADISON AVENUE STREET 2: 19TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10173 BUSINESS PHONE: 212-220-9503 MAIL ADDRESS: STREET 1: 340 MADISON AVENUE STREET 2: 19TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10173 FORMER COMPANY: FORMER CONFORMED NAME: RMG Acquisition Corp. DATE OF NAME CHANGE: 20181101 4 1 tm2039646-8_4.xml OWNERSHIP DOCUMENT X0306 4 2020-12-29 0 0001757932 Romeo Power, Inc. RMO 0001835429 Selwood Lionel E. Jr. C/O ROMEO POWER, INC. 4380 AYERS AVENUE VERNON CA 90058 1 1 0 0 President, CEO and Director Stock Option (right to buy) 1.56 2020-12-29 4 A 0 99510 A 2029-10-29 Common stock, par value $0.0001 per share ("Common Stock") 99510 99510 D Stock Option (right to buy) 1.56 2020-12-29 4 A 0 40480 A 2029-10-29 Common Stock 40480 40480 D Stock Option (right to buy) 6.08 2020-12-29 4 A 0 4469 A 2030-09-16 Common Stock 4469 4469 D Stock Option (right to buy) 6.08 2020-12-29 4 A 0 969371 A 2030-09-16 Common Stock 969371 969371 D Stock Option (right to buy) 6.09 2020-12-29 4 A 0 11947 A 2028-11-15 Common Stock 11947 11947 D Stock Option (right to buy) 6.09 2020-12-29 4 A 0 170648 A 2028-11-15 Common Stock 170648 170648 D Stock Option (right to buy) 4.09 2020-12-29 4 A 0 39809 A 2027-02-20 Common Stock 39809 39809 D Stock Option (right to buy) 4.09 2020-12-29 4 A 0 2797 A 2027-02-20 Common Stock 2797 2797 D Received pursuant to the Agreement and Plan of Merger, dated as of October 5, 2020, as amended by Amendment No. 1 to Agreement and Plan of Merger dated as of November 18, 2020 (as amended, the "Merger Agreement"), by and among Romeo Power, Inc. (f/k/a RMG Acquisition Corp.) (the "Issuer"), RMG Merger Sub, Inc., a wholly owned subsidiary of the Issuer ("Merger Sub"), and Romeo Systems, Inc. ("Legacy Romeo"), pursuant to which Merger Sub merged with and into Legacy Romeo, with Legacy Romeo surviving the merger (the "Merger"). As a result, Legacy Romeo became a wholly-owned subsidiary of the Issuer, with the stockholders of Legacy Romeo becoming stockholders of the Issuer. 58,047 shares of this option have vested and are exercisable. This option was received in the Merger in exchange for an option to purchase 817,463 shares of Class A common stock of Legacy Romeo. 23,613 shares of this option have vested and are exercisable. This option was received in the Merger in exchange for an option to purchase 332,537 shares of Class A common stock of Legacy Romeo. 1,117 shares of this option have vested and are exercisable. This option was received in the Merger in exchange for an option to purchase 36,711 shares of Class A common stock of Legacy Romeo. 242,343 shares of this option have vested and are exercisable. This option was received in the Merger in exchange for an option to purchase 7,963,289 shares of Class A common stock of Legacy Romeo. This option is fully vested and exercisable. This option was received in the Merger in exchange for an option to purchase 98,142 shares of Class A common stock of Legacy Romeo. This option is fully vested and exercisable. This option was received in the Merger in exchange for an option to purchase 1,401,858 shares of Class A common stock of Legacy Romeo. This option is fully vested and exercisable. This option was received in the Merger in exchange for an option to purchase 327,027 shares of Class A common stock of Legacy Romeo. This option is fully vested and exercisable. This option was received in the Merger in exchange for an option to purchase 22,973 shares of Class A common stock of Legacy Romeo. 1/36th of these options vest monthly. 1/12th of these options vest monthly. One-third of these options vest on the first year anniversary of the grant date, and 1/36th of these options vest monthly thereafter. /s/ Lauren Webb, Attorney-in-fact 2020-12-31