SherpaVentures Fund II, LP - Jul 3, 2024 Form 4 Insider Report for Astra Space, Inc. (ASTR)

Signature
/s/ SherpaVentures Fund II GP, LLC, By /s/ Scott Stanford, Manager
Stock symbol
ASTR
Transactions as of
Jul 3, 2024
Transactions value $
$675,000
Form type
4
Date filed
7/8/2024, 04:40 PM
Previous filing
Nov 24, 2023
Next filing
Jul 22, 2024

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 ASTR Senior Secured Convertible Notes due 2025 Award $500K $5.9M Jul 3, 2024 Class A Common Stock 619K $0.81 Direct F1, F2, F3, F4, F5, F6
transaction ASTR Warrant Award $175K +217K +9.79% $0.81 2.43M Jul 3, 2024 Class A Common Stock 217K $0.81 Direct F6, F7
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 ACME Fund II (as defined below) may, at its option, prior to maturity, convert all or any portion of the outstanding amount of Senior Secured Convertible Notes due 2025 (the "Convertible Notes"), including accrued paid in kind interest thereon, subject to certain limitations, into shares of Class A Common Stock, at an initial conversion rate of 1,237.6238 shares of Class A Common Stock per $1,000 principal amount of Convertible Notes, which is equivalent to an initial conversion price of approximately $0.808 per share of Class A Common Stock. The conversion rate is subject to adjustment in accordance with the terms of the Convertible Notes and will be subject to standard adjustments in the event of any stock split, stock dividend, stock combination, recapitalization or other similar transactions.
F2 The Convertible Notes are immediately convertible at the option of ACME Fund II, subject to certain limitations, as described in Footnote (4).
F3 The Convertible Notes mature on November 15, 2025 (the "Maturity Date"), provided that the Maturity Date may be extended upon the written agreement of the Issuer and the holders of the Convertible Notes.
F4 Represents the maximum number of shares of Class A Common Stock issuable upon the voluntary conversion of the original stated amount of the Convertible Notes purchased on July 3, 2024. The number of shares issuable upon conversion of the Convertible Notes is subject to increase in connection with the accrual of interest, which is payable in kind, and upon the occurrence of certain Fundamental Changes (as defined in the Convertible Notes). ACME Fund II's ability to convert the Convertible Notes to shares of Class A Common Stock is initially subject to certain limitations, in accordance with rules of the Nasdaq Capital Market.
F5 Includes accrued interest, payable in kind as of May 1, 2024, on the Convertible Notes purchased by ACME Fund II on November 21, 2023 (such purchase having been reported on the Reporting Persons' Form 4 filed on November 24, 2023). To the extent additional interest has accrued on such Convertible Notes after May 1, 2024, such additional interest is not included in this figure.
F6 Securities are held by SherpaVentures Fund II, LP ("ACME Fund II"). SherpaVentures Fund II GP, LLC ("ACME GP II") is the general partner of ACME Fund II and may be deemed to beneficially own the securities held by ACME Fund II. ACME GP II disclaims beneficial ownership in these securities except to the extent of its pecuniary interest therein. Scott Stanford is the manager of ACME GP II and exercises voting and dispositive control over the securities held by ACME Fund II. Mr. Stanford is a director of the Issuer and files separate Section 16 reports.
F7 Immediately exercisable.