David Rivas - Mar 2, 2022 Form 3 Insider Report for Rigetti Computing, Inc. (RGTI)

Role
SVP, Sys. and Serv. (Software)
Signature
/s/ Rick Danis, Attorney-in-Fact
Stock symbol
RGTI
Transactions as of
Mar 2, 2022
Transactions value $
$0
Form type
3
Date filed
3/11/2022, 04:20 PM
Next filing
Feb 17, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
holding RGTI Common Stock 242K Mar 2, 2022 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
holding RGTI Employee Stock Option (right to buy) Mar 2, 2022 Common Stock 285K $0.27 Direct F2, F3
holding RGTI Employee Stock Option (right to buy) Mar 2, 2022 Common Stock 393 $0.27 Direct F2, F4
holding RGTI Employee Stock Option (right to buy) Mar 2, 2022 Common Stock 3.54K $0.27 Direct F2, F4
holding RGTI Employee Stock Option (right to buy) Mar 2, 2022 Common Stock 94.4K $0.27 Direct F2, F5
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Represents shares issued pursuant to restricted stock unit ("RSU") grants. 140,531 RSUs shall vest in equal monthly installments over a period of four years commencing May 21, 2021 and 101,283 RSUs vested or shall vest (i) 50% in 12 equal monthly installments on the last day of each month commencing February 28, 2022 and (ii) 50% vested or shall vest in 48 equal monthly installments on the last day of each month commencing February 28, 2022. All vesting is subject to the Reporting Person's continuous service with the Issuer on each such date.
F2 The securities reported herein were acquired by the Reporting Person prior to the Reporting Person becoming an executive officer of the Issuer. The Reporting Person was appointed as an executive officer of the Issuer effective immediately after the effective time of the Second Merger as defined in that Agreement and Plan of Merger, dated as of October 6, 2021, as amended on December 23, 2021 and January 10, 2022 (the "Merger Agreement"), by and among the Issuer, Supernova Merger Sub, Inc., Supernova Romeo Merger Sub, LLC, and Rigetti Holdings, Inc.
F3 6.99993% of this option vested and became exercisable as of February 18, 2020, with the remainder vesting in 48 equal monthly installments thereafter, subject to the Reporting Person's continuous service with the Issuer on each such date.
F4 This option is fully vested and exercisable.
F5 20% of this option vested and became exercisable on March 4, 2020, with the remainder vesting in 48 equal monthly installments thereafter, subject to the Reporting Person's continuous service with the Issuer on each such date.

Remarks:

Exhibit List - Exhibit 24 - Power of Attorney