John Yearwood - 18 Dec 2023 Form 4 Insider Report for Nabors Energy Transition Corp.

Role
Director
Signature
By: /s/ John Yearwood, by Michael Rasmuson as Attorney-in-Fact
Issuer symbol
N/A
Transactions as of
18 Dec 2023
Net transactions value
$0
Form type
4
Filing time
19 Dec 2023, 20:38:18 UTC
Previous filing
08 Jun 2023
Next filing
21 Feb 2024
SEC
View on sec.gov

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 NETC Class F Common Stock Disposed to Issuer -223,762 -100% 0 18 Dec 2023 Class A Common Stock 223,762 Direct F1, F2, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

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

Explanation of Responses:

Id Content
F1 The shares of the Issuer's Class F common stock, par value $0.0001 per share ("NETC Class F Common Stock"), are automatically convertible into shares of the Issuer's Class B common stock, par value $0.0001 per share ("NETC Class B Common Stock") at the time of the Issuer's initial business combination on a one-for-one basis, subject to adjustment pursuant to certain anti-dilution rights, and have no expiration date. Prior to and following the Issuer's initial business combination, the shares of NETC Class B Common Stock will be convertible, at the option of the holder, into shares of the Issuer's Class A common stock, par value $0.0001 per share.
F2 On December 14, 2023, Nabors Energy Transition Sponsor LLC effectuated a pro rata distribution of 4,325,000 of its shares of NETC Class F Common Stock, of which 1,946,250 shares were distributed to Greens Road Energy LLC ("Greens Road," and such distribution, the "Sponsor Distribution"). Following the Sponsor Distribution, Greens Road effectuated a pro rata distribution to its members, including the Reporting Person, pursuant to which the Reporting Person received 223,762 shares.
F3 In connection with the closing of the business combination (the "Business Combination") between the Issuer, Vast Renewables Limited ("Vast"), Neptune Merger Sub, Inc. ("Merger Sub"), the Sponsor and Nabors on December 18, 2023, whereby, among other things, Merger Sub merged with and into the Issuer and each share of NETC Class F Common Stock, was exchanged for a number of ordinary shares of Vast equal to the Exchange Ratio (as defined in the Business Combination Agreement, dated as of February 14, 2023, by and among the Issuer, Merger Sub, Vast, the Sponsor and Nabors, as amended), each share of NETC Class F Common Stock was automatically cancelled and ceased to exist.