Paw Andersen - 09 Feb 2021 Form 4/A - Amendment Insider Report for Metromile, Inc.

Role
Chief Technology Officer
Signature
/s/ Kris Tsao Kachia, Attorney-in-Fact
Issuer symbol
N/A
Transactions as of
09 Feb 2021
Net transactions value
$0
Form type
4/A - Amendment
Filing time
10 Aug 2021, 19:34:02 UTC
Date Of Original Report
11 Feb 2021
Next filing
11 Aug 2021
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction MILE Common Stock Award $0 +143,328 $0.000000 143,328 09 Feb 2021 Direct F1, F2

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 MILE Stock Option (right to buy) Award $0 +192,518 $0.000000 192,518 09 Feb 2021 Common Stock 192,518 $2.96 Direct F1, F3
transaction MILE Stock Option (right to buy) Award $0 +133,280 $0.000000 133,280 09 Feb 2021 Common Stock 133,280 $3.02 Direct F1, F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Received pursuant to the Agreement and Plan of Merger and Reorganization, dated as of November 24, 2020, as amended January 12, 2021 and further amended February 8, 2021, by and among INSU Acquisition Corp. II (n/k/a Metromile, Inc.) (the "Issuer"), INSU II Merger Sub Corp. and MetroMile, Inc. (n/k/a Metromile Operating Company) ("Legacy Metromile") (the "Merger Agreement") pursuant to which, through a series of mergers Legacy Metromile became a direct, wholly-owned subsidiary of the Issuer. Pursuant to the Merger Agreement former securityholders of Legacy Metromile will receive additional shares of the Issuer's common stock (the "Additional Shares") if the closing sale price of the Issuer's common stock exceeds $15.00 per share for 20 out of any 30 consecutive trading days during the first two years following the closing of the merger.
F2 Includes 128,076 shares subject to restricted stock units ("RSU") and 15,252 shares to be received as Additional Shares. Each RSU represents a contingent right to receive one share of the Issuer's common stock upon settlement.
F3 1/4 of share shares subject to the option vested on March 13, 2020, and 1/48 of the shares vest monthly thereafter.
F4 1/48 of the shares subject to the option vested on on August 15, 2020, and 1/48 of the shares vest monthly thereafter.

Remarks:

This amendment is being filed to correct the share amounts received in the Business Combination resulting from a post-closing correction to the final exchange ratio.