0001209191-21-020195.txt : 20210312
0001209191-21-020195.hdr.sgml : 20210312
20210312163947
ACCESSION NUMBER: 0001209191-21-020195
CONFORMED SUBMISSION TYPE: 4/A
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20210209
FILED AS OF DATE: 20210312
DATE AS OF CHANGE: 20210312
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Preston Dan
CENTRAL INDEX KEY: 0001843122
FILING VALUES:
FORM TYPE: 4/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39484
FILM NUMBER: 21738054
MAIL ADDRESS:
STREET 1: C/O METROMILE, INC.
STREET 2: 425 MARKET STREET, SUITE 700
CITY: SAN FRANCISCO
STATE: CA
ZIP: 94105
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Metromile, Inc.
CENTRAL INDEX KEY: 0001819035
STANDARD INDUSTRIAL CLASSIFICATION: FIRE, MARINE & CASUALTY INSURANCE [6331]
IRS NUMBER: 844916134
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 425 MARKET STREET #700
CITY: SAN FRANCISCO
STATE: CA
ZIP: 1910494105
BUSINESS PHONE: 8882425204
MAIL ADDRESS:
STREET 1: 425 MARKET STREET #700
CITY: SAN FRANCISCO
STATE: CA
ZIP: 1910494105
FORMER COMPANY:
FORMER CONFORMED NAME: INSU Acquisition Corp. II
DATE OF NAME CHANGE: 20200723
4/A
1
doc4a.xml
FORM 4/A SUBMISSION
X0306
4/A
2021-02-09
2021-02-11
0
0001819035
Metromile, Inc.
MILE
0001843122
Preston Dan
C/O METROMILE, INC.
425 MARKET STREET, SUITE 700
SAN FRANCISCO
CA
94105
1
1
0
0
Chief Executive Officer
Common Stock
2021-02-09
4
A
0
1638729
0.00
A
1638729
D
Received pursuant to the Agreement and Plan of Merger and Reorganization, dated as of November 24, 2020, as amended January 12, 2021 and further amended February 8, 2021, by and among INSU Acquisition Corp. II (n/k/a Metromile, Inc.) (the "Issuer"), INSU II Merger Sub Corp. and MetroMile, Inc. (n/k/a Metromile Operating Company) ("Legacy Metromile") (the "Merger Agreement") pursuant to which, through a series of mergers Legacy Metromile became a direct, wholly-owned subsidiary of the Issuer. Pursuant to the Merger Agreement former securityholders of Legacy Metromile will receive additional shares of the Issuer's common stock (the "Additional Shares") if the closing sale price of the Issuer's common stock exceeds $15.00 per share for 20 out of any 30 consecutive trading days during the first two years following the closing of the merger. The transactions contemplated by the Merger Agreement are referred to herein as the "Business Combination."
Includes 274,798 shares subject to restricted stock units ("RSU") and 196,656 shares to be received as Additional Shares. Each RSU represents a contingent right to receive one share of the Issuer's common stock upon settlement.
This amendment is being filed to correct the share amounts received in the Business Combination resulting from a post-closing correction to the final exchange ratio.
/s/ Winston Macaraeg, Attorney-in-Fact
2021-03-12