Andrew Alan Lambert - Aug 4, 2022 Form 3 Insider Report for Heliogen, Inc. (HLGN)

Role: Chf. Mfg. & Sply. Chain Ofc.
Signature: /s/ Deborah Chen, Attorney-in-Fact
Stock symbol: HLGN
Transactions as of: Aug 4, 2022
Transactions value $: $0
Form type: 3
Date filed: 8/12/2022, 07:13 PM
Next filing: Sep 7, 2022

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
holding	HLGN	Common Stock						664K	Aug 4, 2022	Direct	F1
holding	HLGN	Common Stock						96	Aug 4, 2022	As custodian for UTMA account	F2, F3

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	HLGN	Stock Option (right to buy)							Aug 4, 2022	Common Stock	285K	$0.30	Direct	F4

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

Explanation of Responses:

Id	Content
F1	Includes 503,321 shares represented by restricted stock units ("RSUs") granted under the Issuer's 2013 Stock Incentive Plan, which was assumed by the Issuer from Heliogen, Inc., a Delaware corporation ("Legacy Heliogen") on December 30, 2021 pursuant to that certain Business Combination Agreement, dated as of July 6, 2021, by and among Athena Technology Acquisition Corp., a Delaware corporation ("Athena"), HelioMax Merger Sub, Inc., a Delaware corporation and a wholly-owned subsidiary of Athena, and Legacy Heliogen ("Business Combination Agreement"). Each RSU represents a contingent right to receive one share of the Common Stock of the Issuer. Six and one-quarter percent (6.25%) of the shares underlying the RSUs vest in quarterly installments with the first installment vested on March 15, 2022, subject to the Reporting Person's continuous service.
F2	The shares are held in a custodial account established for an immediate family member of the Reporting Person pursuant to the Uniform Transfers to Minors Act for which the Reporting Person serves as a custodian.
F3	The Reporting Person disclaims beneficial ownership of these shares, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of these shares for purposes of Section 16 or for any other purpose.
F4	The option for 402,656 underlying shares was granted on March 30, 2021 under Issuer's 2013 Stock Incentive Plan, which was assumed by the Issuer on December 30, 2021 pursuant to the Business Combination Agreement, with 25% vesting on March 15, 2022 and the remainder vesting in 36 substantially equal monthly installments from March 15, 2022, subject to the Reporting Person's continuous service. The amount reported herein represents the unexercised and outstanding portion of such option.

Remarks:

Exhibit List: Exhibit 24 - Power of Attorney