Chui Tin Mok - 21 Jul 2021 Form 4/A - Amendment Insider Report for FARADAY FUTURE INTELLIGENT ELECTRIC INC. (FFAI)

Role
Exec. VP, Head of User Ecosys.
Signature
/s/ Chui Tin Mok
Issuer symbol
FFAI
Transactions as of
21 Jul 2021
Net transactions value
$0
Form type
4/A - Amendment
Filing time
22 Mar 2023, 20:28:12 UTC
Date Of Original Report
23 Jul 2021
Next filing
14 Feb 2023
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction FFIE Class A Common Stock Award +146,409 146,409 21 Jul 2021 Direct F1

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 FFIE Earnout Shares Award +11,314 11,314 21 Jul 2021 Class A Common Stock 11,314 Direct F2
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Pursuant to the Agreement and Plan of Merger, dated January 27, 2021, as amended, by and among Property Solutions Acquisitions Corp. (the "Issuer"), PSAC Merger Sub Ltd., and FF Intelligent Mobility Global Holdings Ltd. ("FF") (the "Merger Agreement"), the merger pursuant to which closed on July 21, 2021 ("Closing"), each outstanding share of FF common stock held by the Reporting Person converted into the right to receive shares of the Issuer's Class A common stock using an exchange ratio of 0.1413 (the "Exchange Ratio"). On the Closing date, the closing price of the Issuer's common stock was $13.78. Following Closing, the Issuer was renamed "Faraday Future Intelligent Electric Inc."
F2 Pursuant to the terms of the Merger Agreement, the Reporting Person, as an FF shareholder, received these Earnout Shares, each one of which represents the contingent right to acquire one share of the Issuer's Class A common stock if the trading price of the Issuer's Class A common stock reaches certain thresholds. Specifically, the Earnout Shares vest in equal halves if the trading price of Class A common stock is greater than or equal to $13.50 and $15.50, respectively, for any 20 trading days within any 30-trading day period. The Reporting Person's right to receive the Earnout Shares became fixed and irrevocable at Closing. Any Earnout Shares that have not vested by the fifth anniversary of the Closing will be forfeited.

Remarks:

This Form 4 amendment is being filed to report the number of shares of Class A common stock the Reporting Person received as consideration under the Merger Agreement upon Closing (the "Merger Consideration Shares") and the number of Earnout Shares the Reporting Person received under the terms of the Merger Agreement at Closing, both of which were inadvertently excluded from the Forms 4 filed by the Reporting Person reporting his July 21, 2021 transactions, filed on each of July 23, 2021 and March 8, 2022. The adjustments in this Form 4 amendment also impact the Reporting Person's beneficial ownership of Class A common stock as reported in Table I on subsequent Forms 4 that were filed prior to this amendment. The Reporting Person currently beneficially owns 223,169 shares of Class A common stock (excluding Earnout Shares).