Pankaj Gupta - Dec 6, 2024 Form 4 Insider Report for zSpace, Inc. (ZSPC)

Role
Director, 10%+ Owner
Signature
/s/ Pankaj Gupta
Stock symbol
ZSPC
Transactions as of
Dec 6, 2024
Transactions value $
$0
Form type
4
Date filed
12/6/2024, 12:47 PM
Previous filing
Dec 4, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction ZSPC Common Stock Conversion of derivative security +5.58M 5.58M Dec 6, 2024 By dSpace Investments Limited F1, F4
transaction ZSPC Common Stock Conversion of derivative security +5.67M +101.6% 11.3M Dec 6, 2024 By dSpace Investments Limited F2, F4
transaction ZSPC Common Stock Conversion of derivative security +330K +2.93% 11.6M Dec 6, 2024 By dSpace Investments Limited 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 ZSPC Series A Preferred Stock Conversion of derivative security -3.87M -100% 0 Dec 6, 2024 Common Stock 5.58M By dSpace Investments Limited F1, F4
transaction ZSPC NCNV 1 Preferred Stock Conversion of derivative security -47.3K -100% 0 Dec 6, 2024 Common Stock 5.67M By dSpace Investments Limited F2, F4
transaction ZSPC NCNV 3 Preferred Stock Conversion of derivative security -2.75K -100% 0 Dec 6, 2024 Common Stock 330K By dSpace Investments Limited F3, F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Each share of Series A Preferred Stock was automatically convertible into 1.440193 shares of the Issuer's common stock immediately preceding the closing of the Issuer's initial public offering on December 6, 2024.
F2 Each share of NCNV 1 Preferred Stock was automatically convertible immediately preceding the closing of the Issuer's initial public offering into a number of shares of the Issuer's common stock, as is determined by dividing (i) $600, the original issuance price of the NCNV 1 Preferred Stock, less any amount previously paid in respect thereof in the form of dividends, plus any dividends accrued but unpaid thereon and declared by the board of directors by (ii) the initial public per share offering price of the Issuer's common stock. At the closing of the Issuer's initial public offering on December 6, 2024, the shares of NCNV 1 Preferred Stock converted into the number of shares shown in Column 7 of Table II.
F3 Each share of NCNV 3 Preferred Stock was automatically convertible immediately preceding the closing of the Issuer's initial public offering into a number of shares of the Issuer's common stock, as is determined by dividing (i) $600, the original issuance price of the NCNV 3 Preferred Stock, less any amount previously paid in respect thereof in the form of dividends, plus any dividends accrued but unpaid thereon and declared by the board of directors by (ii) the initial public per share offering price of the Issuer's common stock. At the closing of the Issuer's initial public offering on December 6, 2024, the shares of NCNV 3 Preferred Stock converted into the number of shares shown in Column 7 of Table II.
F4 Pankaj Gupta, the Co-CEO of Gulf Islamic Investments, LLC, holds 100% of the equity in dSpace Investments Limited, an entity organized under the law of the Cayman Islands ("dSpace"), and therefore may be deemed to be the beneficial owner of the securities held by dSpace, as determined under rules issued by the SEC. Mr. Gupta disclaims beneficial ownership of all such securities.