Wood River Capital, LLC - Mar 28, 2022 Form 3 Insider Report for ASPEN AEROGELS INC (ASPN)

Role: 10%+ Owner
Signature: Wood River Capital, LLC /s/ Raffaele G. Fazio, Secretary
Stock symbol: ASPN
Transactions as of: Mar 28, 2022
Transactions value $: $0
Form type: 3
Date filed: 3/30/2022, 04:05 PM
Next filing: Nov 14, 2022

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
holding	ASPN	Common Stock						1.79M	Mar 28, 2022	Direct	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
holding	ASPN	Convertible Senior PIK Toggle Notes due 2027							Mar 28, 2022	Common Stock	2.86M	$34.94	Direct	F2

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

Explanation of Responses:

Id	Content
F1	Wood River Capital, LLC ("Wood River") is beneficially owned by SCC Holdings, LLC ("SCC"), SCC is beneficially owned by KIM, LLC ("KIM"), KIM is beneficially owned by Koch Investments Group, LLC ("KIG"), KIG is beneficially owned by Koch Investments Group Holdings, LLC ("KIGH"), and KIGH is beneficially owned by Koch Industries, Inc. ("Koch Industries"), in each case by means of ownership of all voting equity instruments. Koch Industries, SCC, KIM, KIG, and KIGH may be deemed to beneficially own the shares of common stock (the "Public Shares") of Aspen Aerogels, Inc. (the "Issuer") by virtue of (i) Koch Industries' beneficial ownership of KIGH, (ii) KIGH's beneficial ownership of KIG, (iii) KIG's beneficial ownership of KIM, (iv) KIM's beneficial ownership of SCC and (v) SCC's beneficial ownership of Wood River.
F2	On February 15, 2022, Wood River entered into a note purchase agreement with the Issuer relating to the issuance and sale of $100,000,000 in aggregate principal amount of the Issuer's Convertible Senior PIK Toggle Notes due 2027 (the "Notes"). The Notes were issued to Wood River on February 18, 2022 and are convertible into shares (the "Convertible Shares") of the Issuer's common stock at Wood River's option at any time until the business day prior to the maturity date, based on an initial conversion rate of 28.623257 shares per $1,000 principal amount of the Notes, subject to customary anti-dilution and other adjustments.

Content

Wood River Capital, LLC ("Wood River") is beneficially owned by SCC Holdings, LLC ("SCC"), SCC is beneficially owned by KIM, LLC ("KIM"), KIM is beneficially owned by Koch Investments Group, LLC ("KIG"), KIG is beneficially owned by Koch Investments Group Holdings, LLC ("KIGH"), and KIGH is beneficially owned by Koch Industries, Inc. ("Koch Industries"), in each case by means of ownership of all voting equity instruments. Koch Industries, SCC, KIM, KIG, and KIGH may be deemed to beneficially own the shares of common stock (the "Public Shares") of Aspen Aerogels, Inc. (the "Issuer") by virtue of (i) Koch Industries' beneficial ownership of KIGH, (ii) KIGH's beneficial ownership of KIG, (iii) KIG's beneficial ownership of KIM, (iv) KIM's beneficial ownership of SCC and (v) SCC's beneficial ownership of Wood River.

On February 15, 2022, Wood River entered into a note purchase agreement with the Issuer relating to the issuance and sale of $100,000,000 in aggregate principal amount of the Issuer's Convertible Senior PIK Toggle Notes due 2027 (the "Notes"). The Notes were issued to Wood River on February 18, 2022 and are convertible into shares (the "Convertible Shares") of the Issuer's common stock at Wood River's option at any time until the business day prior to the maturity date, based on an initial conversion rate of 28.623257 shares per $1,000 principal amount of the Notes, subject to customary anti-dilution and other adjustments.