0001861532-21-000002.txt : 20210513 0001861532-21-000002.hdr.sgml : 20210513 20210513174146 ACCESSION NUMBER: 0001861532-21-000002 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20210506 FILED AS OF DATE: 20210513 DATE AS OF CHANGE: 20210513 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: BP CORP NORTH AMERICA INC CENTRAL INDEX KEY: 0000093397 STANDARD INDUSTRIAL CLASSIFICATION: PETROLEUM REFINING [2911] STATE OF INCORPORATION: IN FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39283 FILM NUMBER: 21921044 BUSINESS ADDRESS: STREET 1: 501 WESTLAKE PARK BLVD CITY: HOUSTON STATE: TX ZIP: 77079 BUSINESS PHONE: 2813662000 MAIL ADDRESS: STREET 1: 501 WESTLAKE PARK BLVD CITY: HOUSTON STATE: TX ZIP: 77079 FORMER NAME: FORMER CONFORMED NAME: BP AMOCO CORP DATE OF NAME CHANGE: 19990108 FORMER NAME: FORMER CONFORMED NAME: AMOCO CORP DATE OF NAME CHANGE: 19920703 FORMER NAME: FORMER CONFORMED NAME: STANDARD OIL CO /IN/ DATE OF NAME CHANGE: 19850425 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: BP Technology Ventures Inc. CENTRAL INDEX KEY: 0001861532 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39283 FILM NUMBER: 21921045 BUSINESS ADDRESS: STREET 1: 501 WESTLAKE PARK BLVD CITY: HOUSTON STATE: TX ZIP: 77079 BUSINESS PHONE: 281-366-2000 MAIL ADDRESS: STREET 1: 501 WESTLAKE PARK BLVD CITY: HOUSTON STATE: TX ZIP: 77079 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: BP AMERICA INC CENTRAL INDEX KEY: 0000790303 STANDARD INDUSTRIAL CLASSIFICATION: PETROLEUM REFINING [2911] STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39283 FILM NUMBER: 21921043 BUSINESS ADDRESS: STREET 1: 501 WESTLAKE PARK BLVD CITY: HOUSTON STATE: TX ZIP: 77079 BUSINESS PHONE: 2813662000 MAIL ADDRESS: STREET 1: 501 WESTLAKE PARK BLVD CITY: HOUSTON STATE: TX ZIP: 77079 FORMER NAME: FORMER CONFORMED NAME: BP NORTH AMERICA INC DATE OF NAME CHANGE: 19880126 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Lightning eMotors, Inc. CENTRAL INDEX KEY: 0001802749 STANDARD INDUSTRIAL CLASSIFICATION: MOTOR VEHICLES & PASSENGER CAR BODIES [3711] IRS NUMBER: 844605714 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1731 EMBARCADERO ROAD, SUITE 200 CITY: PALO ALTO STATE: CA ZIP: 94303 BUSINESS PHONE: 6502767040 MAIL ADDRESS: STREET 1: 1731 EMBARCADERO ROAD, SUITE 200 CITY: PALO ALTO STATE: CA ZIP: 94303 FORMER COMPANY: FORMER CONFORMED NAME: GigCapital3, Inc. DATE OF NAME CHANGE: 20200210 3 1 wf-form3_162094204925683.xml FORM 3 X0206 3 2021-05-06 0 0001802749 Lightning eMotors, Inc. ZEV 0001861532 BP Technology Ventures Inc. 501 WESTLAKE PARK BLVD HOUSTON TX 77079 0 0 1 0 0000093397 BP CORP NORTH AMERICA INC 501 WESTLAKE PARK BLVD HOUSTON TX 77079 0 0 1 0 0000790303 BP AMERICA INC 501 WESTLAKE PARK BLVD HOUSTON TX 77079 0 0 1 0 Common Stock 22925496 D These securities were acquired by the Reporting Persons pursuant to the Business Combination Agreement among the entity previously known as Lightning Systems, Inc., a privately held Delaware corporation, the Issuer (previously known as GigCapital3, Inc.), and Project Power Merger Sub, Inc., a Delaware corporation and wholly owned subsidiary of the Issuer. In connection with the Business Combination Agreement, 15,974,587 shares of New Lightning eMotors Common Stock were issued in exchange for Lightning Systems Common Stock received upon the automatic conversion of pre-merger Lightning Systems preferred stock, 398,987 shares of New Lightning eMotors Common Stock issued in exchange for Lightning Systems Common Stock received upon the automatic conversion of pre-merger Lightning Systems preferred stock dividends, 934,926 shares of New Lightning eMotors Common Stock issued in exchange for Lightning Systems Common Stock received upon the automatic conversion of pre-merger Lightning eMotors convertible notes, 3,116,996 shares of New Lightning eMotors Common Stock issuable upon exercise of pre-merger Lightning Systems warrants, assuming cashless exercise, and 2,500,000 shares of New Lightning eMotors Common Stock purchased in connection with the PIPE Subscription Agreement. These securities are directly held by BP Technology Ventures, Inc., an investment holding vehicle incorporated in Delaware. BP Technology Ventures, Inc. is owned 100% by BP Corporation North America Inc., which is owned 100% by BP America Inc. /s/ Susan Baur, Vice President, on behalf of BP TECHNOLOGY VENTURES INC 2021-05-13 /s/ Susan Baur, Vice President, on behalf of BP CORP NORTH AMERICA INC 2021-05-13 /s/ Susan Baur, Vice President, on behalf of BP AMERICA INC 2021-05-13