0001567619-21-016590.txt : 20210901
0001567619-21-016590.hdr.sgml : 20210901
20210901170901
ACCESSION NUMBER: 0001567619-21-016590
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20210830
FILED AS OF DATE: 20210901
DATE AS OF CHANGE: 20210901
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Hu Hailiang
CENTRAL INDEX KEY: 0001869152
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39457
FILM NUMBER: 211230957
MAIL ADDRESS:
STREET 1: 1055 W. SQUARE LAKE ROAD
CITY: TROY
STATE: MI
ZIP: 48098
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Electric Last Mile Solutions, Inc.
CENTRAL INDEX KEY: 0001784168
STANDARD INDUSTRIAL CLASSIFICATION: MOTOR VEHICLES & PASSENGER CAR BODIES [3711]
IRS NUMBER: 000000000
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 1055 W. SQUARE LAKE ROAD
CITY: TROY
STATE: MI
ZIP: 48098
BUSINESS PHONE: 888-825-9111
MAIL ADDRESS:
STREET 1: 1055 W. SQUARE LAKE ROAD
CITY: TROY
STATE: MI
ZIP: 48098
FORMER COMPANY:
FORMER CONFORMED NAME: Forum Merger III Corp
DATE OF NAME CHANGE: 20190731
4
1
doc1.xml
FORM 4
X0306
4
2021-08-30
0
0001784168
Electric Last Mile Solutions, Inc.
ELMS
0001869152
Hu Hailiang
1055 W SQUARE LAKE ROAD
TROY
MI
48098
0
1
0
0
Chief Operating Officer
Common Stock
821172
I
by 456 Investments, LLC
Employee Restricted Stock Unit
2021-08-30
4
A
0
50000
0
A
Common Stock
50000
50000
D
Earnout Restricted Stock Unit
2021-08-30
4
A
0
1500000
0
A
Common Stock
1500000
1500000
D
Earnout Right
Common Stock
53000
53000
I
by 456 Investments, LLC
The reporting person and Benjamin Wu have shared voting and investment power with respect to the common stock held by 456 Investments, LLC. Accordingly, both the reporting person and Mr. Wu may be deemed to have beneficial ownership of the common stock held by 456 Investments, LLC.
Each restricted stock unit represents the contingent right to receive one share of common stock upon vesting.
Restricted stock units will vest with respect to 33 1/3% on each of January 2, 2022, January 2, 2023 and January 2, 2024, subject to continued employment.
50% of the restricted stock units will be deemed earned and vested if the closing price per share of common stock of the Issuer on any 20 trading days in any 30-consecutive day trading period equals or exceeds (i) $14.00 or (ii) $16.00, respectively, subject to continued employment.
On June 25, 2021 (the "Closing Date"), 456 Investments, LLC received the right to acquire 53,000 shares of the Issuer's common stock pursuant to the Merger Agreement. An amount equal to half of these shares will be released from escrow if the price per share of the Issuer on any 20 trading days in any 30-consecutive day trading period equals or exceeds (i) $14.00 or (ii) $16.00, respectively. If the Issuer consummates a change of control, any shares not previously released will be made payable to 456 Investments, LLC. Any shares not eligible to be released within 3 years of the Closing Date will be forfeited and canceled.
/s/ Benjamin Wu, attorney-in-fact for Hailiang Hu
2021-09-01