Eclipse Continuity GP I, LLC - 20 Aug 2024 Form 4 Insider Report for Owlet, Inc. (OWLT)

Role: 10%+ Owner
Signature: Eclipse Early Growth Fund I, L.P., by: Eclipse Early Growth GP I LLC, its General Partner, /s/ Lior Susan, Managing Member
Issuer symbol: OWLT
Transactions as of: 20 Aug 2024
Net transactions value: -$12,120,000
Form type: 4
Filing time: 22 Aug 2024, 16:52:56 UTC
Previous filing: 04 Mar 2024
Next filing: 15 Oct 2025
SEC: View on sec.gov

Key filing fact

Eclipse Continuity GP I, LLC filed Form 4 for Owlet, Inc. (OWLT) on 22 Aug 2024.

Key facts

This page summarizes Eclipse Continuity GP I, LLC's Form 4 filing for Owlet, Inc. (OWLT).
2 reported transactions and 1 derivative row are listed below.
Filing timestamp: 22 Aug 2024, 16:52.

Change

Previous filing in this sequence was filed on 04 Mar 2024.
Current net transaction value: -$12,120,000.

Research use

This tells you what this filing adds before you inspect full transaction and derivative tables.
You can trace every row back to the original SEC filing document.

Evidence

Filed on Form 4

Ownership activity is grounded in SEC Form 4 disclosures.

See Original Filing

Transactions Table

OWLT transaction

Common Stock

Conversion of derivative security

Transaction value: $0
Shares: +1,766,763
Change %
Price: $0.000000
Shares after: 1,766,763
Date: 20 Aug 2024
Ownership: See footnote
Footnotes: F3, F4

OWLT holding

Common Stock

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after: 968,694
Date: 20 Aug 2024
Ownership: See footnote
Footnotes: F1

OWLT holding

Common Stock

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after: 1,066,472
Date: 20 Aug 2024
Ownership: See footnote
Footnotes: F2

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

OWLT transaction Derivative

Series A Convertible Preferred Stock

Conversion of derivative security

Transaction value: $12,120,000
Shares: -12,120
Change %: -60%
Price: $1000.00
Shares after: 8,080
Date: 20 Aug 2024
Ownership: See footnote
Underlying class: Common Stock
Underlying amount: 1,766,763
Exercise price: $0.000000
Footnotes: F3, F4, F5

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

Explanation of Responses:

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, a member of the Issuer's board of directors, 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, a member of the Issuer's board of directors, 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	On August 20, 2024, Eclipse Early Growth Fund I, L.P. ("Eclipse EGF I") converted 12,120 shares of Series A Convertible Preferred Stock of the Issuer at an exchange ratio of 145.7726, pursuant to the terms and conditions of the Investment Agreement (Excluded Investors), dated February 17, 2023, by and among the Issuer, Eclipse EGF I and the other parties thereto. The number of shares and exchange ratio have been adjusted to reflect the 1-for-14 reverse stock split the Issuer completed on July 7, 2023.
F4	The shares of Common 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.
F5	The Series A Convertible Preferred Stock does not have an expiration date.