Jane Kearns - Jan 17, 2023 Form 4 Insider Report for Decarbonization Plus Acquisition Corp IV (DCRD)

Role: Director
Signature: Jane Kearns, /s/ Peter Haskopoulos, Attorney-in-fact
Stock symbol: DCRD
Transactions as of: Jan 17, 2023
Transactions value $: $0
Form type: 4
Date filed: 1/18/2023, 03:15 PM
Previous filing: Jan 14, 2022
Next filing: Feb 22, 2023

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	DCRD	Class B Ordinary Shares, par value $0.0001 per share	Other		-22.9K	-55%		18.7K	Jan 17, 2023	Class A Ordinary Shares, par value $0.0001 per share	22.9K		Direct	F1, F2

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

Jane Kearns is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id	Content
F1	The Class B Ordinary Shares are convertible into Class A Ordinary Shares of the Issuer's on a one-for-one basis, subject to adjustment pursuant to certain anti-dilution rights, and have no expiration date. The Reporting Persons' Class B Ordinary Shares are convertible into Class A Ordinary Shares as described under the heading "Description of Securities-Founder Shares" in the Issuer's registration statement on Form S-1 (File No. 333- 254259).
F2	Pursuant to the Letter Agreement, by and among the Reporting Person, the Issuer, Decarbonization Plus Acquisition Sponsor IV LLC, a Cayman Islands limited liability company and the other holders of Class B Ordinary Shares, dated September 25, 2022 (the "Letter Agreement"), the Reporting Person agreed to assign and transfer 55% of the Class B Ordinary Shares acquired by the Reporting Person in connection with the Issuer's initial public offering to Riverstone Global Energy and Power Fund V (Cayman), L.P. ("Fund V"), Riverstone V Investment Management Cooperatief U.A. or a wholly-owned subsidiary thereof prior to the closing of the proposed business combination between Hammerhead Resources Inc., an Alberta corporation and the Issuer. On January 17, 2023, pursuant to the Letter Agreement, the Reporting Person transferred 22,853 Class B Ordinary Shares to R5 HHR FS Holdings LLC, a Delaware limited liability company and wholly-owned subsidiary of Fund V.

Content

The Class B Ordinary Shares are convertible into Class A Ordinary Shares of the Issuer's on a one-for-one basis, subject to adjustment pursuant to certain anti-dilution rights, and have no expiration date. The Reporting Persons' Class B Ordinary Shares are convertible into Class A Ordinary Shares as described under the heading "Description of Securities-Founder Shares" in the Issuer's registration statement on Form S-1 (File No. 333- 254259).

Pursuant to the Letter Agreement, by and among the Reporting Person, the Issuer, Decarbonization Plus Acquisition Sponsor IV LLC, a Cayman Islands limited liability company and the other holders of Class B Ordinary Shares, dated September 25, 2022 (the "Letter Agreement"), the Reporting Person agreed to assign and transfer 55% of the Class B Ordinary Shares acquired by the Reporting Person in connection with the Issuer's initial public offering to Riverstone Global Energy and Power Fund V (Cayman), L.P. ("Fund V"), Riverstone V Investment Management Cooperatief U.A. or a wholly-owned subsidiary thereof prior to the closing of the proposed business combination between Hammerhead Resources Inc., an Alberta corporation and the Issuer. On January 17, 2023, pursuant to the Letter Agreement, the Reporting Person transferred 22,853 Class B Ordinary Shares to R5 HHR FS Holdings LLC, a Delaware limited liability company and wholly-owned subsidiary of Fund V.