Rahul Agarwal - Mar 23, 2023 Form 4 Insider Report for Near Intelligence, Inc. (NIR)

Role: Chief Financial Officer
Signature: /s/ Rahul Agarwal
Stock symbol: NIR
Transactions as of: Mar 23, 2023
Transactions value $: $0
Form type: 4
Date filed: 3/27/2023, 05:34 PM

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	NIR	Common Stock	Award		+1.03M			1.03M	Mar 23, 2023	See Footnote	F1, 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
transaction	NIR	Restricted Stock Units	Award	$0	+258K		$0.00	258K	Mar 23, 2023	Common Stock	258K		Direct	F4

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

Explanation of Responses:

Id	Content
F1	Consists of securities acquired in connection with the transactions consummated on March 23, 2023, pursuant to that certain Agreement and Plan of Merger dated May 18, 2022 (as amended from time to time, the "Merger Agreement") by and among KludeIn I Acquisition Corp. ("KludeIn"), Paas Merger Sub 1 Inc., a wholly owned subsidiary of KludeIn ("Merger Sub 1"), Paas Merger Sub 2 LLC, a wholly owned subsidiary of KludeIn ("Merger Sub 2"), and Near Intelligence Holdings Inc. ("Near Holdings"), pursuant to which (i) Merger Sub 1 merged with and into Near Holdings, with Near Holdings surviving as a wholly owned subsidiary of KludeIn (the "First Merger"), and (ii) immediately following the First Merger, Near Holdings merged with and into Merger Sub 2, with Merger Sub 2 being the surviving entity (the "Second Merger" and, together with the First Merger, the "Business Combination").
F2	Pursuant to the Merger Agreement and in connection with the closing of the Business Combination, (i) each share of Near Holdings capital stock outstanding as of immediately prior to the effective time of the First Merger was converted into a right to receive a number of KludeIn Class A Shares determined on the basis of a conversion ratio of 107.660 and (ii) each membership interest of Merger Sub 2 issued and outstanding immediately prior to the effective time of the Second Merger remained outstanding as a membership interest of the Merger Sub 2 and all shares of common stock of Near Holdings were no longer outstanding and were automatically cancelled and ceased to exist.
F3	The shares of common stock are held directly by Oriental Investment Advisors Pte. Ltd. The reporting person has the sole power (i) to vote and to direct the voting of and (ii) to dispose of and to direct the disposition of the shares of common stock held by Oriental Investment Advisors Pte. Ltd.
F4	These restricted stock units ("RSUs") were granted pursuant to the Near Intelligence, Inc. 2023 Equity Incentive Plan. Each RSU represents a contingent right to receive one share of the issuer's common stock, par value $0.0001 per share. All of the RSUs will vest on March 31, 2024, subject to the reporting person's continued employment with the issuer through the applicable vesting date and certain early vesting conditions.