Donald R. Dixon - Sep 14, 2022 Form 4 Insider Report for Amprius Technologies, Inc. (AMPX)

Role
Director
Signature
/s/ Sandra Wallach, attorney-in-fact on behalf of Donald R. Dixon
Stock symbol
AMPX
Transactions as of
Sep 14, 2022
Transactions value $
$0
Form type
4
Date filed
9/16/2022, 07:21 PM
Previous filing
Jul 14, 2022
Next filing
Jun 12, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
holding AMPX Common Stock 100K Sep 14, 2022 See Footnote F1
holding AMPX Common Stock 96.3K Sep 14, 2022 See Footnotes F2, F3
holding AMPX Common Stock 3.73K Sep 14, 2022 See Footnotes F3, 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 AMPX Stock Option (right to buy) Award +270K 270K Sep 14, 2022 Common Stock 270K $2.61 Direct F5, F6
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 The shares are held directly by The Dixon Revocable Trust, for which the Reporting Person and his spouse are co-trustees.
F2 The shares are held directly by Trident Capital Fund-VI, L.P.
F3 Trident Capital Management VI, L.L.C. ("TCM VI") is the sole general partner of Trident Capital Fund VI, L.P. ("Trident Fund VI") and the sole managing member of Trident Capital Fund - VI Principals Fund, L.L.C. ("Trident Principals VI"). The Reporting Person is a managing member of TCM VI and, as such, may be deemed to have shared voting and dispositive power with respect to the Issuer's securities held of record by each of Trident Fund VI and Trident Principals VI. The Reporting Person disclaims beneficial ownership of the securities reported herein, except to the extent of his pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of the shares for purposes of Section 16 or for any other purpose.
F4 The securities are held directly by Trident Principals VI.
F5 1/48 of the total number of shares issuable upon exercise of the option vested on February 1, 2022, and 1/48 of the total number of shares issuable upon exercise of the option vest monthly thereafter until fully vested on January 1, 2026.
F6 On September 14, 2022, the Issuer completed a business combination (the "Business Combination") pursuant to the Business Combination Agreement, by and among the Issuer, a wholly owned subsidiary of the Issuer, and Amprius Technologies Operating, Inc. ("Legacy Amprius") At the effective time of the Business Combination (the "Effective Time"), each Legacy Amprius option was converted into an option to purchase a number of shares of Common Stock of the Issuer equal to the product (rounded down to the nearest whole number) of (i) the number of shares of Legacy Amprius common stock subject to the Legacy Amprius option immediately prior to the Effective Time multiplied by (ii) an exchange ratio of approximately 1.45590, at an exercise price per share (rounded up to the nearest whole cent) equal to (A) the exercise price per share of such Legacy Amprius option immediately prior to the Effective Time divided by (B) the Exchange Ratio.