0001104659-22-023996.txt : 20220215
0001104659-22-023996.hdr.sgml : 20220215
20220215202338
ACCESSION NUMBER: 0001104659-22-023996
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20220211
FILED AS OF DATE: 20220215
DATE AS OF CHANGE: 20220215
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Terruzzin Marco
CENTRAL INDEX KEY: 0001908817
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39982
FILM NUMBER: 22641096
MAIL ADDRESS:
STREET 1: 4360 PARK TERRACE
STREET 2: SUITE 100
CITY: WESTLAKE VILLAGE
STATE: CA
ZIP: 91361
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Energy Vault Holdings, Inc.
CENTRAL INDEX KEY: 0001828536
STANDARD INDUSTRIAL CLASSIFICATION: MISCELLANEOUS ELECTRICAL MACHINERY, EQUIPMENT & SUPPLIES [3690]
IRS NUMBER: 853230987
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 4360 PARK TERRACE DRIVE
STREET 2: SUITE 100
CITY: WESTLAKE VILLAGE
STATE: CA
ZIP: 93161
BUSINESS PHONE: 805-852-0000
MAIL ADDRESS:
STREET 1: 4360 PARK TERRACE DRIVE
STREET 2: SUITE 100
CITY: WESTLAKE VILLAGE
STATE: CA
ZIP: 93161
FORMER COMPANY:
FORMER CONFORMED NAME: Novus Capital Corp II
DATE OF NAME CHANGE: 20201015
4
1
tm225795-24_4seq1.xml
OWNERSHIP DOCUMENT
X0306
4
2022-02-11
0
0001828536
Energy Vault Holdings, Inc.
NRGV
0001908817
Terruzzin Marco
4360 PARK TERRACE DRIVE, SUITE 100
WESTLAKE VILLAGE
CA
93161
0
1
0
0
Chief Product Officer
Common Stock
2022-02-11
4
A
0
609615
A
609615
D
In connection with the merger described in that certain Business Combination Agreement and Plan of Reorganization, dated as of September 8, 2021, by and among Novus Capital Corporation II, now known as Energy Vault Holdings, Inc. ("Energy Vault Holdings") (the "Issuer"), NCCII Merger Corp. ("Merger Sub"), and Energy Vault, Inc. ("Energy Vault"), pursuant to which Merger Sub merged with and into Energy Vault, with Energy Vault surviving as a wholly-owned subsidiary of the Issuer (the "Merger").
In connection with the Merger, the Reporting Person received shares of Common Stock of Issuer pursuant to a restricted Stock Award (the "RSA") in exchange for, and pursuant to the assumption and conversion of, 90,000 shares of restricted common stock of Energy Vault. The RSA is subject to a risk of forfeiture, which was designed to lapse upon the satisfaction of both a liquidity-event requirement and a service-based requirement. The liquidity event requirement was satisfied upon the closing of the Merger. The risk of forfeiture applicable to the shares subject to the RSA will accordingly lapse or already lapsed upon the satisfaction of the service-based requirement as follows: with respect to 50% of the shares underlying the RSA upon the closing of the Merger, and with respect to 1/48th of the shares underlying the RSA on August 23, 2020 and each month thereafter, subject to the Reporting Person's continuous service with the Issuer through each vesting date.
/s/ Daniel Gunning, Attorney-in-Fact
2022-02-15