Joan Robinson-Berry - Jun 14, 2021 Form 4/A - Amendment Insider Report for Proterra Inc (PTRA)

Role: Director
Signature: /s/ Luke Finn, Attorney-in-Fact
Stock symbol: PTRA
Transactions as of: Jun 14, 2021
Transactions value $: $0
Form type: 4/A - Amendment
Date filed: 12/1/2021, 06:35 PM
Date Of Original Report: Jun 16, 2021
Next filing: Jul 22, 2021

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	PTRA	Employee stock option (right to buy)	Disposed to Issuer		-36.9K	-50%		36.9K	Nov 29, 2021	Common Stock	36.9K	$10.01	Direct	F1, F2
transaction	PTRA	Employee stock option (right to buy)	Award		+36.9K			36.9K	Nov 29, 2021	Common Stock	36.9K	$12.25	Direct	F1, F2

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	The stock option vests as of 1/48 of the total shares monthly beginning on May 13, 2021 until fully vested, subject to the Reporting Person's provision of service to the Issuer on each vesting date.
F2	In a Form 4 filed on June 16, 2021, the reporting person reported that, on June 14, 2021, an employee stock option she had previously been granted was automatically converted into an employee stock option covering 36,880 shares of common stock of the Issuer, having an exercise price of $10.01 a share. It was subsequently determined that the exercise price of the option was less than the market price of the Issuer's common stock on the grant date, which was $12.25 a share. To avoid adverse tax consequences, the reporting person and the Issuer agreed to amend the option to provide that the option will have an exercise price of $12.25 a share. The amendment of the option is reported in this Form 4 as a cancellation of the original option and the grant of a replacement option.

Content

The stock option vests as of 1/48 of the total shares monthly beginning on May 13, 2021 until fully vested, subject to the Reporting Person's provision of service to the Issuer on each vesting date.

In a Form 4 filed on June 16, 2021, the reporting person reported that, on June 14, 2021, an employee stock option she had previously been granted was automatically converted into an employee stock option covering 36,880 shares of common stock of the Issuer, having an exercise price of $10.01 a share. It was subsequently determined that the exercise price of the option was less than the market price of the Issuer's common stock on the grant date, which was $12.25 a share. To avoid adverse tax consequences, the reporting person and the Issuer agreed to amend the option to provide that the option will have an exercise price of $12.25 a share. The amendment of the option is reported in this Form 4 as a cancellation of the original option and the grant of a replacement option.