Chris Kemp - Nov 21, 2023 Form 4 Insider Report for Astra Space, Inc. (ASTR)

Signature
/s/ Chris Kemp
Stock symbol
ASTR
Transactions as of
Nov 21, 2023
Transactions value $
$2,108,292
Form type
4
Date filed
11/24/2023, 09:54 PM
Previous filing
Oct 3, 2023
Next filing
Feb 28, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
holding ASTR Class A Common Stock 72.5K Nov 21, 2023 Direct
holding ASTR Class A Common Stock 2.2K Nov 21, 2023 By spouse 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 ASTR Senior Secured Convertible Notes due 2025 Purchase $2M 2.48M Nov 21, 2023 Class A Common Stock 2.48M $0.81 By Trust F2, F3, F4, F5, F6
transaction ASTR Warrants Purchase $108K +866K $0.13 866K Nov 21, 2023 Class A Common Stock 866K $0.81 By Trust F6, F7, F8, F9
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 The reporting person disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein.
F2 The Reporting Person may, at its option, prior to maturity, convert all or any portion of the outstanding amount of Senior Secured Convertible Notes due 2025 (the "Convertible Notes"), including accrued paid in kind interest thereon, subject to certain limitations, into shares of Class A Common Stock, at an initial conversion rate of 1,237.6238 shares of Class A Common Stock per $1,000 principal amount of Convertible Notes, which is equivalent to an initial conversion price of approximately $0.808 per share of Class A Common Stock. The conversion rate is subject to adjustment in accordance with the terms of the Convertible Notes and will be subject to standard adjustments in the event of any stock split, stock dividend, stock combination, recapitalization or other similar transactions.
F3 The Convertible Notes are immediately convertible at the option of the Reporting Person subject to certain limitations, as described in Footnote (5).
F4 The Convertible Notes mature on November 15, 2025 (the "Maturity Date"), provided that the Maturity Date may be extended upon the written agreement of the Issuer and the holders of the Convertible Notes.
F5 Represents the maximum number of shares of Class A Common Stock issuable upon the voluntary conversion of the original stated amount of the Convertible Notes. The number of shares issuable upon conversion of the Convertible Notes is subject to increase in connection with the accrual of interest, which is payable in kind, and upon the occurrence of certain Fundamental Changes (as defined in the Convertible Notes). The Reporting Person's ability to convert the Convertible Notes to shares of Class A Common Stock is initially subject to certain limitations, in accordance with rules of the Nasdaq Capital Market, as well as other beneficial ownership limitations in accordance with the terms of the Convertible Notes.
F6 The securities are beneficially owned by the Chris Kemp Living Trust, a trust organized under the laws of California, for which the Reporting Person is the sole trustee.
F7 On November 21, 2023, the Reporting Person purchased 433,168 warrants from the Issuer at a price of $0.125 per warrant. Each warrant is immediately exercisable on a one-to-one basis for Class A Common Stock at a price of $0.808 per share, subject to standard adjustments in the event of any stock split, stock dividend, stock combination, recapitalization or other similar transactions, and subject to certain beneficial ownership limitations as described in Footnote (9).
F8 The warrants are immediately convertible at the option of the Reporting Person subject to certain limitations, as described in Footnote (9).
F9 The Reporting Person's ability to convert the warrants to shares of Class A Common Stock is initially subject to certain limitations, in accordance with the rules of the Nasdaq Capital Market, as well as other beneficial ownership limitations in accordance with the terms of the warrants.

Remarks:

Chief Executive Officer and Chairman