William Bennett Nance - Mar 4, 2024 Form 4 Insider Report for Global Gas Corp (HGAS)

Signature
/s/ William Bennett Nance, Jr.
Stock symbol
HGAS
Transactions as of
Mar 4, 2024
Transactions value $
$0
Form type
4
Date filed
3/6/2024, 06:58 PM
Previous filing
Dec 26, 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 HGAS Class B Common Stock Disposed to Issuer $0 -1.44M -41.86% $0.00 2M Mar 4, 2024 Class A Common Stock 1.44M Direct F1, F2, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Pursuant to the terms of the forfeiture agreement, dated March 4, 2024, between the Issuer and the Reporting Person, the Reporting Person forfeited 1,440,000 shares of Class B Common Stock.
F2 Pursuant to the terms of the Exchange Agreement entered into on December 21, 2023 between the Issuer, Global Gas Holdings LLC, a wholly-owned subsidiary of the Issuer ("Holdings"), and each of the Reporting Person, Sergio Martinez and Barbara Guay Martinez (collectively, the "Sellers"), the Sellers have the right, following December 21, 2023, and at any time after the expiration of a lock-up to which the shares of Class B Common Stock are subject, to exchange their Paired Interests, consisting of Holdings Common Units and shares of Class B Common Stock, for, at the option of the Issuer, cash or shares of Class A Common Stock, on a one-for-one basis, subject to customary adjustments. (Continued in following footnote)
F3 (Continued from previous footnote) The Paired Interests have no expiration date. At the time of any such exchange, the shares of Class B Common Stock exchanged by the Reporting Person, which have no economic value and entitle holders thereof to one vote per share on all matters on which stockholders of the Issuer are entitled to vote generally, will be cancelled.