James Mullen - 02 Mar 2022 Form 4 Insider Report for TuSimple Holdings Inc. (TSPH)

Signature
/s/ Laura Donald, Attorney-in-Fact
Issuer symbol
TSPH
Transactions as of
02 Mar 2022
Net transactions value
-$70,547
Form type
4
Filing time
04 Mar 2022, 18:15:37 UTC
Previous filing
03 Mar 2022
Next filing
07 Mar 2022

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction TSP Class A Common Stock Options Exercise +7,813 +55% 21,991 02 Mar 2022 Direct F1
transaction TSP Class A Common Stock Sale $39,755 -2,709 -12% $14.68* 19,282 03 Mar 2022 Direct F2, F3
transaction TSP Class A Common Stock Options Exercise +7,812 +41% 27,094 03 Mar 2022 Direct F1
transaction TSP Class A Common Stock Sale $30,792 -2,434 -9% $12.65* 24,660 04 Mar 2022 Direct F2, F4

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 TSP Restricted Stock Unit Options Exercise $0 -7,813 -6.7% $0.000000 109,374 02 Mar 2022 Class A Common Stock 7,813 Direct F5
transaction TSP Restricted Stock Unit Options Exercise $0 -7,812 -7.1% $0.000000 101,562 03 Mar 2022 Class A Common Stock 7,812 Direct F5
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 The Reporting Person received Restricted Stock Units ("RSUs") that represent a contingent right to receive one share of Class A Common Stock for each RSU upon the satisfaction of applicable vesting conditions. The shares were issued pursuant to vested RSUs.
F2 The sales reported represent shares of Class A Common Stock required to be sold by the Reporting Person to cover tax withholding obligations in connection with the vesting and settlement of RSUs. These sales are mandated by the issuer's election under its equity incentive plans to require the satisfaction of tax withholding obligations to be funded by a "sell to cover" transaction and do not represent discretionary trades by the Reporting Person.
F3 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices within the range of $14.62 to $14.78, inclusive. The Reporting Person undertakes to provide to 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(s) set forth in footnotes 3 and 4 of this Form 4.
F4 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices within the range of $12.52 to $12.70, inclusive.
F5 The Reporting Person was granted RSUs, which represent a contingent right to receive one share of Class A Common Stock for each RSU. The RSUs are subject to a service-based vesting requirement, which shall be satisfied over a four-year period with 25% of the RSUs vesting on the one-year anniversary of March 1, 2021 and 12.5% of the RSUs vesting every six-months thereafter, provided that the Reporting Person remains in continuous service on each such vesting date.

Remarks:

Chief Administrative and Legal Officer