Martin Lauber - Aug 26, 2021 Form 4 Insider Report for Volta Inc. (VLTA)

Role
Director
Signature
/s/ James DeGraw, as Attorney-in-Fact
Stock symbol
VLTA
Transactions as of
Aug 26, 2021
Transactions value $
$0
Form type
4
Date filed
8/30/2021, 06:55 PM
Next filing
Mar 10, 2022

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction VLTA Class A Common Stock Award +238K 238K Aug 26, 2021 Direct F1
transaction VLTA Class A Common Stock Award +511K 511K Aug 26, 2021 By 19Y Ventures VI, LLC F2, F3
transaction VLTA Class A Common Stock Award +822K 822K Aug 26, 2021 By 19Y Ventures VI-2, LLC 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 VLTA Stock Option (right to buy) Award +157K 157K Aug 26, 2021 Class A Common Stock 157K $1.58 Direct F5, F6
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 On August 26, 2021, pursuant to that certain Business Combination Agreement and Plan of Reorganization, dated as of February 7, 2021 (the " Business Combination Agreement"), by and among Tortoise Acquisition Corp. II (the "Issuer"), Volta Industries, Inc., a Delaware corporation ("Legacy Volta") and the other parties thereto, the Issuer completed its initial business combination (the "Business Combination"). As a result of the Business Combination, the Issuer changed its name to Volta Inc. In connection with the Business Combination and in accordance with the Business Combination Agreement, 195,833 shares of Class B Common Stock of Legacy Volta held by the Reporting Person were converted into 237,644 shares of Class A Common Stock of the Issuer. The issuance of the shares was approved by the Issuer's board of directors pursuant to Rule 16b-3 under the Securities Exchange Act of 1934, as amended (the "Exchange Act").
F2 In connection with the Business Combination and in accordance with the Business Combination Agreement, 420,713 shares of Class B Common Stock of Legacy Volta held by 19Y Ventures VI, LLC were converted into 510,536 shares of Class A Common Stock of the Issuer. The issuance of the shares was approved by the Issuer's board of directors pursuant to Rule 16b-3 under the Exchange Act. Pursuant to the Issuer's Certificate of Incorporation (the "Charter"), shares of Class B Common Stock have no expiration date and (i) are convertible into shares of Class A Common Stock at the option of the holders of Class B Common Stock at any time upon written notice to the Issuer on a one-for-one basis and (ii) will automatically convert into shares of Class A Common Stock immediately prior to the close of business on the earliest to occur of certain events specified in the Charter.
F3 The Reporting Person is the Managing Member of 19Y Ventures VI, LLC and 19Y Ventures VI-2, LLC. As Managing Member of these entities, the Reporting Person has voting and dispositive power with respect to the shares held by these entities and may be deemed to beneficially own the shares of common stock held by these entities.
F4 In connection with the Business Combination and in accordance with the Business Combination Agreement, 677,424 shares of Class B Common Stock of Legacy Volta held by 19Y Ventures VI-2, LLC were converted into 822,055 shares of Class A Common Stock of the Issuer. The issuance of the shares was approved by the Issuer's board of directors pursuant to Rule 16b-3 under the Exchange Act. Pursuant to the Issuer's Certificate of Incorporation (the "Charter"), shares of Class B Common Stock have no expiration date and (i) are convertible into shares of Class A Common Stock at the option of the holders of Class B Common Stock at any time upon written notice to the Issuer on a one-for-one basis and (ii) will automatically convert into shares of Class A Common Stock immediately prior to the close of business on the earliest to occur of certain events specified in the Charter.
F5 In connection with the Business Combination and in accordance with the Business Combination Agreement, an option to purchase 129,167 shares of Class B Common Stock of Legacy Volta held by the Reporting Person was converted into an option to purchase 156,744 shares of Class A Common Stock of the Issuer. The issuance of the option was approved by the Issuer's board of directors pursuant to Rule 16b-3 under the Exchange Act.
F6 The option vests and becomes exercisable in equal monthly installments over 36 months beginning on September 10, 2020.