0001209191-23-021954.txt : 20230331 0001209191-23-021954.hdr.sgml : 20230331 20230331201740 ACCESSION NUMBER: 0001209191-23-021954 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20230330 FILED AS OF DATE: 20230331 DATE AS OF CHANGE: 20230331 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Rivas David CENTRAL INDEX KEY: 0001910690 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40140 FILM NUMBER: 23790027 MAIL ADDRESS: STREET 1: C/O RIGETTI & CO., INC STREET 2: 775 HEINZ AVENUE CITY: BERKELEY STATE: CA ZIP: 94701 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Rigetti Computing, Inc. CENTRAL INDEX KEY: 0001838359 STANDARD INDUSTRIAL CLASSIFICATION: BLANK CHECKS [6770] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 775 HEINZ AVENUE CITY: BERKELEY STATE: CA ZIP: 94710 BUSINESS PHONE: (510) 210-5550 MAIL ADDRESS: STREET 1: 775 HEINZ AVENUE CITY: BERKELEY STATE: CA ZIP: 94710 FORMER COMPANY: FORMER CONFORMED NAME: Supernova Partners Acquisition Co II, Ltd. DATE OF NAME CHANGE: 20201230 4 1 doc4.xml FORM 4 SUBMISSION X0407 4 2023-03-30 0 0001838359 Rigetti Computing, Inc. RGTI 0001910690 Rivas David C/O RIGETTI COMPUTING, INC. 775 HEINZ AVENUE BERKELEY CA 94710 0 1 0 0 Chief Technology Officer 0 Common Stock 2023-03-30 4 S 0 19646 0.56 D 309336 D Common Stock 2023-03-30 4 A 0 600000 0.00 A 909336 D The sales reported in this Form 4 represent nondiscretionary sales of shares required to be sold by the Reporting Person pursuant to sell to cover transactions to satisfy tax withholding obligations in connection with the settlement of restricted stock units. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $0.55 to $0.5749 inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. Represents a performance-based restricted stock unit ("PSU") award. The PSUs vest in 48 equal monthly installments commencing on February 20, 2023, subject to the Reporting Person's continuous service through each such vesting date (the "time-based vesting requirement"). In addition, the PSUs are subject to a performance-based vesting requirement (the "performance-based vesting requirement") that uses the Issuer's stock price as vesting hurdles over a five-year period. There are two vesting hurdles at $2 and $4 per share, with each hurdle price applying to 50% of the shares granted. A hurdle is met when the Issuer's closing trading stock price equals or exceeds the hurdle amount for any twenty (20) trading days during any consecutive thirty (30) trading day period. Any portion of the PSUs that has not satisfied the performance-based vesting requirement on or prior to the end of the five-year period will be forfeited without consideration. /s/ Rick Danis, Attorney-in-Fact 2023-03-31