0000899243-23-020492.txt : 20231124 0000899243-23-020492.hdr.sgml : 20231124 20231124215152 ACCESSION NUMBER: 0000899243-23-020492 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20231121 FILED AS OF DATE: 20231124 DATE AS OF CHANGE: 20231124 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: London Adam CENTRAL INDEX KEY: 0001870356 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39426 FILM NUMBER: 231437224 MAIL ADDRESS: STREET 1: 1900 SKYHAWK STREET CITY: ALAMEDA STATE: CA ZIP: 94501 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Astra Space, Inc. CENTRAL INDEX KEY: 0001814329 STANDARD INDUSTRIAL CLASSIFICATION: TRANSPORTATION SERVICES [4700] 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 doc4.xml FORM 4 SUBMISSION X0508 4 2023-11-21 0 0001814329 Astra Space, Inc. ASTR 0001870356 London Adam C/O ASTRA SPACE, INC. 1900 SKYHAWK STREET ALAMEDA CA 94501 1 1 1 0 See Remarks 0 Class A Common Stock 21835 D Senior Secured Convertible Notes due 2025 0.808 2023-11-21 4 P 0 1000000.00 1000000.00 A 2023-11-21 2025-11-13 Class A Common Stock 1237624 1237624 D Warrants 0.808 2023-11-21 4 P 0 433168 0.125 A 2023-11-21 2028-11-21 Class A Common Stock 433168 433168 D The Reporting Person 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 the Reporting Person 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. 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). The Reporting Person'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, as well as other beneficial ownership limitations in accordance with the terms of the Convertible Notes. On November 21, 2023, the Reporting Person purchased 433,168 warrants from the Issuer at a price of $0.125 per warrant. Each warrant is immediately exercisable on a one-to-one basis for Class A Common Stock at a price of $0.808 per share, subject to standard adjustments in the event of any stock split, stock dividend, stock combination, recapitalization or other similar transactions, and subject to certain beneficial ownership limitations as described in Footnote (7). The warrants are immediately convertible at the option of the Reporting Person subject to certain limitations, as described in Footnote (7). The Reporting Person's ability to convert the warrants to shares of Class A Common Stock is initially subject to certain limitations, in accordance with the rules of the Nasdaq Capital Market, as well as other beneficial ownership limitations in accordance with the terms of the warrants. Chief Technology Officer and Director /s/ Adam London 2023-11-24