Tony Aquila - Aug 4, 2023 Form 4 Insider Report for Canoo Inc. (GOEV)

Signature
/s/ Hector Ruiz, Attorney-in-Fact
Stock symbol
GOEV
Transactions as of
Aug 4, 2023
Transactions value $
$0
Form type
4
Date filed
8/16/2023, 08:08 AM
Previous filing
Jul 3, 2023
Next filing
Oct 3, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction GOEV Common Stock Award +5.6M +7.53% 80M Aug 4, 2023 By LLCs F1, F2, F3, F4
holding GOEV Common Stock 14.3M Aug 4, 2023 Direct

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 GOEV Warrants to Purchase Common Stock Award +5.6M +30.02% 24.2M Aug 4, 2023 Common Stock 5.6M $0.67 By LLCs F1, F2, F5
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Represents shares and warrants received by AFV Partners SPV-10/C LLC ("AFV-10/C") pursuant to the Common Stock and Common Warrant Purchase Agreement (the "Purchase Agreement") entered into among the Issuer and AFV-10/C on August 4, 2023, subject to customary closing conditions. The Purchase Agreement provides for the sale and issuance by the Issuer of an aggregate of 5,599,104 shares of the Issuer's common stock, par value $0.0001 per share ("Common Stock"), together with warrants (the "Warrants") to purchase up to an aggregate 5,599,104 shares of Common Stock at a combined purchase price of $0.5358 per share and accompanying Warrant.
F2 5,599,104 shares of Common Stock and Warrants to purchase up to 5,599,104 shares of Common Stock were issued to AFV-10/C on August 4, 2023, following the satisfaction of customary closing conditions.
F3 (i) 12,509,387 shares of Common Stock are held by AFV Partners SPV-4 LLC, a Delaware limited liability company ("AFV-4"); (ii) 35,273,268 shares of Common Stock are held by AFV Partners SPV-7 LLC, a Delaware limited liability company ("AFV-7"); (iii) 3,450,000 shares of Common Stock held by AFV Partners SPV-7/A LLC, a Delaware limited liability company ("AFV-7/A"); (iv) 4,504,505 shares of Common Stock are held by AFV Partners SPV-10 LLC, a Delaware limited liability company ("AFV 10"); (v) 9,331,840 shares of Common Stock are held by AFV-10/A, a Delaware limited liability company("AFV-10/A"); (vi) 6,998,880 shares of Common Stock are held by AFV-10/B, a Delaware limited liability company ("AFV-10/B"); (vii) 2,319,552 shares of Common Stock are held by I-40 OKC Partners LLC, an Oklahoma limited liability company ("I-40 OKC"); and (viii) 5,599,104 shares of Common Stock are held by AFV Partners SPV-10/C LLC, a Delaware limited liability company.
F4 (Continued from footnote 3) AFV Management Advisors LLC, a Delaware limited liability company ("AFV") is the sole manager and controlling member of AFV-4, AFV-7, AFV-7/A, AFV-10, AFV-10/A, AFV-10/B and AFV-10/C. AFV is the sole manager of the ultimate parent entity of I-40 OKC. Mr. Aquila is the managing member of AFV, which exercises ultimate voting and investment power with respect to the shares held by AFV-4, AFV-7, AFV-7/A, AFV-10, AFV-10/A, AFV-10/B, AFV 10/C and I-40 OKC. The Reporting Person disclaims beneficial ownership of the shares held by AFV 4, AFV 7, AFV-7/A, AFV-10, AFV-10/A, AFV-10/B, AFV-10/C and I-40 OKC, except to the extent of his pecuniary interest therein.
F5 (i) Warrants to purchase up to 9,331,840 shares of Common Stock are held by AFV-10/A, (ii) Warrants to purchase up to 6,998,880 shares of Common Stock are held by AFV-10/B, (iii) Warrants to purchase up to 5,599,104 shares of Common Stock are held by AFV-10/C, and (iv) Warrants to purchase up to 2,319,552 shares of Common Stock are held by I-40 OKC.