| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|
| holding | OWLT | Class A Common Stock | 969K | Feb 29, 2024 | See footnotes. | F1 | |||||
| holding | OWLT | Class A Common Stock | 1.07M | Feb 29, 2024 | See footnotes. | F2 |
| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Underlying Class | Amount | Exercise Price | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | OWLT | Series B Convertible Preferred Stock | Purchase | $6M | +6K | $1,000.00* | 6K | Feb 29, 2024 | Class A Common Stock | 778K | See footnotes. | F3, F4, F5 | ||
| transaction | OWLT | Common Stock Warrant (Right To Buy) | Purchase | +1.17M | 1.17M | Feb 29, 2024 | Class A Common Stock | 1.17M | $7.71 | See footnotes. | F5, F6 |
| Id | Content |
|---|---|
| F1 | The shares of Class A common stock, par value $0.0001 per share (the "Common Stock"), of the Issuer are held of record by Eclipse Ventures Fund I, L.P. ("Eclipse I"). Eclipse Ventures GP I, LLC ("Eclipse I GP") is the general partner of Eclipse I and may be deemed to have voting and dispositive power over the shares held by Eclipse I. Lior Susan is the sole managing member of Eclipse I GP and may be deemed to have voting and dispositive power over the shares held by Eclipse I. Eclipse I GP and Mr. Susan disclaim beneficial ownership of the shares held by Eclipse I except to the extent of their respective pecuniary interests therein, if any. |
| F2 | The shares of Common Stock are held of record by Eclipse Continuity Fund I, L.P. ("Eclipse Continuity I"). Eclipse Continuity GP I, LLC ("Eclipse Continuity GP") is the general partner of Eclipse Continuity I and may be deemed to have voting and dispositive power over the shares held by Eclipse Continuity I. Mr. Susan is the sole managing member of Eclipse Continuity GP and may be deemed to have voting and dispositive power over the shares held by Eclipse Continuity I. Eclipse Continuity GP and Mr. Susan disclaim beneficial ownership of the shares held by Eclipse Continuity I except to the extent of their respective pecuniary interests therein, if any. |
| F3 | The Series B Convertible Preferred Stock is convertible into shares of Common Stock. The conversion rate shall initially be 129.6596 shares of Common Stock per each share of Series B Convertible Preferred Stock, subject to adjustment from time to time pursuant to the terms and conditions of the Investment Agreement, dated February 25, 2024, by and among the Issuer and Eclipse Early Growth Fund I, L.P. ("Eclipse EGF I"), amongst others. |
| F4 | The Series B Convertible Preferred Stock does not have an expiration date. |
| F5 | The shares of Series B Convertible Preferred Stock are held of record by Eclipse EGF I. Eclipse Early Growth GP I, LLC ("Eclipse EG GP I") is the general partner of Eclipse EGF I and may be deemed to have voting and dispositive power over the shares held by Eclipse EGF I. Mr. Susan is the sole managing member of Eclipse EG GP I and may be deemed to have voting and dispositive power over the shares held by Eclipse EGF I. Eclipse EG GP I and Mr. Susan disclaim beneficial ownership of the shares held by Eclipse EGF I except to the extent of their respective pecuniary interests therein, if any. |
| F6 | As set forth in the Warrant to Purchase Shares of Common Stock of Owlet, Inc., dated February 29, 2024, by the Issuer and Eclipse EGF I (the "Warrant"), the exercise price and the number of shares of the Issuer's Common Stock issuable upon exercise are subject to adjustment upon the occurrence of certain events. As such, the exercise price and the number of shares of Common Stock issuable upon exercise as reported on this Form 4 are subject to change upon the occurrence of future events in accordance with the terms of the Warrant. |