Charles Goldman - Oct 29, 2021 Form 4/A - Amendment Insider Report for NewHold Investment Corp. II (NHIC)

Signature
/s/ Charles Goldman
Stock symbol
NHIC
Transactions as of
Oct 29, 2021
Transactions value $
$391,578
Form type
4/A - Amendment
Date filed
11/2/2021, 08:16 PM
Date Of Original Report
Oct 27, 2021
Previous filing
Oct 27, 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 NHIC Warrants to purchase Class A Common Stock Purchase $392K +392K +6.9% $1.00* 6.07M Oct 29, 2021 Class A Common Stock 392K $11.50 See Footnote F1, F2, F3, F4
transaction NHIC Class B Common Stock Other $0 -146K -6.63% $0.00 2.05M Oct 29, 2021 Class A Common Stock 146K See Footnote F4, F5, F6
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 In connection with the exercise of the underwriters' over-allotment option, NewHold Industrial Technology Holdings LLC II, the sponsor of the registrant (the "Sponsor"), purchased an additional 391,578 warrants as contemplated under the purchase agreement for the warrants.
F2 The warrants become exercisable on the later of (i) 30 days after the completion of the registrant's initial business combination and (ii) 12 months from the closing of the registrant's initial public offering.
F3 The warrants expire 5 years after the completion of the registrant's initial business combination or earlier upon redemption or liquidation, as described in the registrant's prospectus filed with the SEC.
F4 The securities reported herein are directly held by NewHold Industrial Technology Holdings LLC IIthe Sponsor, which is controlled by NewHold Enterprises LLC. Investment and voting decisions for NewHold Enterprises LLC are made by Kevin Charlton, Charles Goldman, Charlie Baynes-Reid and Adam Deutsch. The reporting person disclaims any pecuniary interest in the securities reported herein except to the extent of his beneficial interest in NewHold Enterprises LLC.
F5 As described in the registrant's registration statement on Form S-1 (File No. 333-254667) under the heading "Description of Securities - Founder Shares," the shares of Class B common stock will automatically convert into shares of Class A common stock at the time of the registrant's initial business combination on a one-for-one basis, subject to certain adjustments described therein and have no expiration date.
F6 As contemplated in connection with the registrant's initial public offering, 145,640 shares of Class B common stock were returned by the Sponsor to the registrant for no consideration and cancelled because the underwriters' over-allotment option was partially exercised and the remaining portion of the option will not be exercised by the underwriters.