0001209191-22-060829.txt : 20221212
0001209191-22-060829.hdr.sgml : 20221212
20221212204542
ACCESSION NUMBER: 0001209191-22-060829
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20221208
FILED AS OF DATE: 20221212
DATE AS OF CHANGE: 20221212
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Zaid Samir M.
CENTRAL INDEX KEY: 0001956719
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40152
FILM NUMBER: 221458360
MAIL ADDRESS:
STREET 1: C/O GETAROUND, INC.
STREET 2: 55 GREEN STREET
CITY: SAN FRANCISCO
STATE: CA
ZIP: 94111
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: InterPrivate II Acquisition Corp.
CENTRAL INDEX KEY: 0001839608
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-AUTO RENTAL & LEASING (NO DRIVERS) [7510]
IRS NUMBER: 000000000
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 1350 AVENUE OF THE AMERICAS
CITY: NEW YORK
STATE: NY
ZIP: 10019
BUSINESS PHONE: (212) 647-0166
MAIL ADDRESS:
STREET 1: 1350 AVENUE OF THE AMERICAS
CITY: NEW YORK
STATE: NY
ZIP: 10019
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2022-12-08
0
0001839608
InterPrivate II Acquisition Corp.
GETR
0001956719
Zaid Samir M.
C/O GETAROUND, INC.
55 GREEN STREET
SAN FRANCISCO
CA
94111
1
1
0
0
CEO & Chairman of the Board
Common Stock
2022-12-08
4
A
0
361385
A
361385
D
Common Stock
2022-12-08
4
A
0
4767475
A
4767475
I
By Zaid Holdings LLC
Earnout Shares
2022-12-08
4
A
0
181420
A
2029-12-08
Common Stock
181420
181420
D
Earnout Shares
2022-12-08
4
A
0
2393336
A
2029-12-08
Common Stock
2393336
2393336
I
By Zaid Holdings LLC
Received in connection with the Issuer's business combination (the "Business Combination") with Getaround, Inc. ("Legacy Getaround") in accordance with the terms of the Agreement and Plan of Merger dated as of May 11, 2022 (the "Merger Agreement"), by and among the Issuer (f/k/a InterPrivate II Acquisition Corp.), TMPST Merger Sub I, Inc., TMPST Merger Sub II, LLC and Legacy Getaround. Pursuant to the terms of the Merger Agreement, each outstanding share of Legacy Getaround common stock was entitled to receive 0.320253 shares of Common Stock and certain earnout shares of Common Stock ("Earnout Shares"). The Business Combination closed on December 8, 2022 (the "Closing Date").
The Reporting Person may be deemed to have voting and dispositive power over the shares held by Zaid Holdings LLC.
Upon consummation of the Business Combination, the Reporting Person received the right to acquire shares of Common Stock as follows if, at any time during the period following the Closing Date and expiring on the seventh anniversary of the Closing Date, the volume-weighted average price of Common Stock equals or exceeds the respective price for any 20 trading days within any 30 consecutive trading days: 10.0% of the Earnout Shares at $13.50; 10.0% of the Earnout Shares at $17.00; 13.3% of the Earnout Shares at $25.00; 16.7% of the Earnout Shares at $30.00; 16.7% of the Earnout Shares at $37.00; 16.7% of the Earnout Shares at $46.00; and 16.7% of the Earnout Shares at $55.00.
/s/ Spencer Jackson, as Attorney-in-Fact
2022-12-12