Jonathan Z. Cohen - Sep 9, 2021 Form 4 Insider Report for BlackSky Technology Inc. (BKSY)

Role: Former Co-Chairman
Signature: /s/ Mark E. Rosenstein, as Attorney-in-Fact
Stock symbol: BKSY
Transactions as of: Sep 9, 2021
Transactions value $: $0
Form type: 4
Date filed: 9/10/2021, 09:55 PM
Previous filing: Jul 2, 2021
Next filing: Oct 5, 2021

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	BKSY	Class A Common Stock	Options Exercise		+7.91M			7.91M	Sep 9, 2021	By Osprey Sponsor II, LLC	F1

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	BKSY	Class B Common Stock	Options Exercise		-7.91M	-100%		0	Sep 9, 2021	Class A Common Stock	7.91M		By Osprey Sponsor II, LLC	F1
transaction	BKSY	Warrants	Award		+8.33M			8.33M	Sep 9, 2021	Class A Common Stock	8.33M		By Osprey Sponsor II, LLC	F2, F3

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Jonathan Z. Cohen is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id	Content
F1	On September 9, 2021, pursuant to that certain Agreement and Plan of Merger, dated as of February 17, 2021 (the "Merger Agreement"), by and among the Issuer (f/k/a Osprey Technology Acquisition Corp.), Osprey Technology Merger Sub, Inc. ("Merger Sub"), and BlackSky Holdings, Inc. ("Old BlackSky"), Merger Sub merged with and into Old BlackSky with Old BlackSky surviving as a wholly owned subsidiary of the Issuer (the "Merger"). In connection with and upon consummation of the Merger, each of the Issuer's outstanding shares of Class B Common Stock automatically converted into one share of Class A Common Stock.
F2	In connection with the Issuer's initial public offering and pursuant to the Private Placement Warrant Purchase Agreement, dated as of October 31, 2019, by and between the Issuer and Osprey Sponsor II, LLC (the "Sponsor"), the Sponsor purchased an aggregate of 8,325,000 warrants from the Issuer to purchase 8,325,000 shares of Class A Common Stock (the "Private Placement Warrants") for a price of $1.00 per Private Placement Warrant. Upon consummation of the Merger, the Private Placement Warrants became exercisable, beginning 30 days after the closing of the Merger, for one share of Class A Common Stock at an exercise price of $11.50 per share.
F3	(Continued from footnote 2) Pursuant to the Sponsor Support Agreement, dated as of February 17, 2021, by and among the Issuer, Old BlackSky and the Sponsor, the Sponsor, solely in its capacity as a stockholder of the Issuer, has agreed not to exercise 50% of the Private Placement Warrants held by the Sponsor unless and until the Class A Common Stock issued upon conversion of such warrants reaches a trading price of $20.00 per share. The Private Placement Warrants expire on the fifth anniversary of the consummation of the Merger.