Jeffrey Foster - Feb 11, 2022 Form 4 Insider Report for Novus Capital Corp II (NRGV)

Role
Director
Signature
/s/ Jeffrey Foster
Stock symbol
NRGV
Transactions as of
Feb 11, 2022
Transactions value $
$2,750,000
Form type
4
Date filed
2/11/2022, 04:10 PM

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction NRGV Class A Common Stock, $0.0001 par value Award $2.75M +275K $10.00 275K Feb 11, 2022 See Footnote F1, F2
transaction NRGV Class A Common Stock, $0.0001 par value Options Exercise $0 +534K +194.27% $0.00 809K Feb 11, 2022 See Footnote F3, F4

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 NRGV Class B Common Stock, $0.0001 par value Disposed to Issuer $0 -432K -44.7% $0.00 534K Feb 11, 2022 Class A Common Stock 432K $0.00 See Footnote F4, F5, F6
transaction NRGV Class B Common Stock, $0.0001 par value Options Exercise $0 -534K -100% $0.00* 0 Feb 11, 2022 Class A Common Stock 534K $0.00 See Footnote F3, F4, F5
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

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

Explanation of Responses:

Id Content
F1 Represents 275,000 shares of Class A common stock purchased from the issuer in a private placement transaction for $10.00 per share. In connection with the issuer's business combination with Energy Vault, Inc., the issuer changed its name to Energy Vault Holdings, Inc.
F2 The shares are owned directly by the Jeffrey Foster Living Trust (the "Trust"). Mr. Foster is a trustee of the Trust. Mr. Foster disclaims beneficial ownership of the securities held by the Trust except to the extent of his pecuniary interest therein.
F3 Upon the consummation of the issuer's business combination with Energy Vault, Inc. on February 11, 2022, 534,256 shares of Class B common stock owned by New Frontier LLC automatically converted into an equal number of shares of Class A common stock.
F4 The shares are owned directly by New Frontier LLC. Mr. Foster is a manager of New Frontier LLC. He disclaims beneficial ownership of the securities held by New Frontier LLC except to the extent of his pecuniary interest therein.
F5 As described in the issuer's registration statement on Form S-4 (File No. 333-260307) under the heading "Description of Securities--Founder Shares," shares of Class B common stock, par value $0.0001 per share, of the issuer automatically convert into shares of Class A common stock, par value $0.0001 per share, of the issuer at the time of the issuer's initial business combination, or earlier at the option of the holder, on a one-for-one basis, subject to certain adjustment, and have no expiration date.
F6 Represents the automatic forfeiture of 431,890 shares of Class B common stock for no additional consideration in connection with the closing of the issuer's business combination with Energy Vault, Inc.