Scott Honour - Sep 9, 2021 Form 4 Insider Report for TMC the metals Co Inc. (TMC)

Role
Former Director
Signature
/s/ Scott Leonard as attorney-in-fact for Scott Honour
Stock symbol
TMC
Transactions as of
Sep 9, 2021
Transactions value $
$0
Form type
4
Date filed
9/10/2021, 07:40 PM
Next filing
Oct 27, 2021

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction TMC Common Shares Options Exercise +7.41M 7.41M Sep 9, 2021 By Sustainable Opportunities Holdings LLC F1, F4
transaction TMC Common Shares Disposed to Issuer -741K -10% 6.67M Sep 9, 2021 By Sustainable Opportunities Holdings LLC F2, 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 TMC Class B ordinary shares Options Exercise -7.41M -100% 0 Sep 9, 2021 Class A ordinary shares 7.41M By Sustainable Opportunities Holdings LLC F1, F4
transaction TMC Class I Special Shares Award +500K 500K Sep 9, 2021 Common Shares 500K By Sustainable Opportunities Holdings LLC F2, F4
transaction TMC Class J Special Shares Award +741K 741K Sep 9, 2021 Common Shares 741K By Sustainable Opportunities Holdings LLC F2, F4
transaction TMC Warrants to purchase Common Shares Other +9.5M 9.5M Sep 9, 2021 Common Shares 9.5M $11.50 By Sustainable Opportunities Holdings LLC F3, F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Scott Honour is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id Content
F1 On September 9, 2021, Sustainable Opportunities Acquisition Corp. (the former name of the Issuer), consummated its initial business combination (the "Business Combination") with DeepGreen Metals Inc. In connection with the Business Combination, each Class B ordinary share automatically converted into one common share on a one-for-one basis.
F2 In connection with the Business Combination, Sustainable Opportunities Holdings LLC (the "Sponsor") exchanged 741,000 common shares for Class I Special Shares and Class J Special Shares, each of which is automatically convertible into common shares on a one-for-one basis if the common shares trade for at least $50.00 per share, in the case of the Class I Special Shares, or $12.00 per share, in the case of the Class J Sponsor Shares, in each case on any twenty trading days in any thirty trading day period or in the event of certain changes of control.
F3 Pursuant to the private placement warrant purchase agreement between the Sponsor and the Issuer, dated as of May 5, 2020, the Sponsor purchased an aggregate of 9,500,000 private placement warrants to purchase Class A ordinary shares on a one-for-one basis. In connection with the Business Combination, the private placement warrants became exercisable for common shares on a one-for-one basis at a price of $11.50 per share. The private placement warrants may be exercised only during the period commencing 30 days after completion of the Business Combination and expire five years after the completion of the Business Combination or earlier upon redemption or liquidation.
F4 The Reporting Person has voting and investment discretion with respect to certain securities held by the Sponsor and may be deemed to have shared beneficial ownership of such securities held directly by the Sponsor. The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose.