William Restrepo - Dec 14, 2023 Form 4 Insider Report for Nabors Energy Transition Corp. (NETC)

Signature
By: /s/ William J. Restrepo, by Michael Rasmuson as Attorney-in-Fact
Stock symbol
NETC
Transactions as of
Dec 14, 2023
Transactions value $
-$16,485
Form type
4
Date filed
12/19/2023, 08:41 PM
Previous filing
Jul 18, 2023
Next filing
Jan 3, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction NETC Class A Common Stock Disposed to Issuer -$16.5K -1.5K -100% $10.99 0 Dec 18, 2023 By child F4, F5

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 Gift -71.2K -38.74% 113K Dec 14, 2023 Class A Common Stock 71.2K Direct F1, F2
transaction NETC Class F Common Stock Disposed to Issuer -113K -100% 0 Dec 18, 2023 Class A Common Stock 41.4K Direct F1, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

William Restrepo 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 183,604 shares. On December 14, 2023, the Reporting Person made a bona fide gift for no consideration of 71,200 shares of the Issuer's Class F Common Stock.
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.
F4 In connection with the closing of the Business Combination, the shares of NETC Class A Common Stock were redeemed for a cash price of $10.99 per share.
F5 The Reporting Person disclaims beneficial ownership of all shares of NETC Class A Common Stock reported, except to the extent of his pecuniary interest therein, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of the securities for purposes of Section 16 or for any other purpose.