Philip Rothenberg - Dec 1, 2022 Form 4 Insider Report for Sonder Holdings Inc. (SOND)

Role
General Counsel & Secretary
Signature
/s/ Ruby Alexander Attorney-in Fact for Philip Rothenberg
Stock symbol
SOND
Transactions as of
Dec 1, 2022
Transactions value $
$0
Form type
4
Date filed
12/7/2022, 06:26 PM
Previous filing
Nov 16, 2022
Next filing
May 17, 2023

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 SOND Employee stock option (right to buy) Disposed to Issuer -11.1K -100% 0 Dec 1, 2022 Common Stock 11.1K $2.93 Direct F1, F2
transaction SOND Employee stock option (right to buy) Award +11.1K 11.1K Dec 1, 2022 Common Stock 11.1K $1.74 Direct F2, F3, F4
transaction SOND Employee stock option (right to buy) Disposed to Issuer -12.1K -100% 0 Dec 1, 2022 Common Stock 12.1K $2.93 Direct F1, F2
transaction SOND Employee stock option (right to buy) Award +12.1K 12.1K Dec 1, 2022 Common Stock 12.1K $1.74 Direct F2, F3, F4
transaction SOND Employee stock option (right to buy) Disposed to Issuer -240 -100% 0 Dec 1, 2022 Common Stock 240 $3.00 Direct F1, F2
transaction SOND Employee stock option (right to buy) Award +240 240 Dec 1, 2022 Common Stock 240 $1.74 Direct F2, F3, F4
transaction SOND Employee stock option (right to buy) Disposed to Issuer -531 -100% 0 Dec 1, 2022 Common Stock 531 $3.00 Direct F1, F2
transaction SOND Employee stock option (right to buy) Award +531 531 Dec 1, 2022 Common Stock 531 $1.74 Direct F2, F3, F4
transaction SOND Employee stock option (right to buy) Disposed to Issuer -1.62K -100% 0 Dec 1, 2022 Common Stock 1.62K $3.00 Direct F1, F2
transaction SOND Employee stock option (right to buy) Award +1.62K 1.62K Dec 1, 2022 Common Stock 1.62K $1.74 Direct F2, F3, F4
transaction SOND Employee stock option (right to buy) Disposed to Issuer -22.1K -100% 0 Dec 1, 2022 Common Stock 22.1K $6.09 Direct F1, F2
transaction SOND Employee stock option (right to buy) Award +22.1K 22.1K Dec 1, 2022 Common Stock 22.1K $1.74 Direct F2, F3, F4
transaction SOND Employee stock option (right to buy) Disposed to Issuer -18.7K -100% 0 Dec 1, 2022 Common Stock 18.7K $6.09 Direct F1, F2
transaction SOND Employee stock option (right to buy) Award +18.7K 18.7K Dec 1, 2022 Common Stock 18.7K $1.74 Direct F2, F3, F4
transaction SOND Employee stock option (right to buy) Disposed to Issuer -4.89K -100% 0 Dec 1, 2022 Common Stock 4.89K $8.23 Direct F1, F2
transaction SOND Employee stock option (right to buy) Award +4.89K 4.89K Dec 1, 2022 Common Stock 4.89K $1.74 Direct F2, F3, F4
transaction SOND Employee stock option (right to buy) Disposed to Issuer -6.69K -100% 0 Dec 1, 2022 Common Stock 6.69K $8.23 Direct F1, F2
transaction SOND Employee stock option (right to buy) Award +6.69K 6.69K Dec 1, 2022 Common Stock 6.69K $1.74 Direct F2, F3, F4
transaction SOND Employee stock option (right to buy) Disposed to Issuer -229K -100% 0 Dec 1, 2022 Common Stock 229K $8.79 Direct F1, F2
transaction SOND Employee stock option (right to buy) Award +229K 229K Dec 1, 2022 Common Stock 229K $1.74 Direct F2, F3, F4
transaction SOND Employee stock option (right to buy) Disposed to Issuer -2.33K -100% 0 Dec 1, 2022 Common Stock 2.33K $8.79 Direct F1, F2
transaction SOND Employee stock option (right to buy) Award +2.33K 2.33K Dec 1, 2022 Common Stock 2.33K $1.74 Direct F2, F3, F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 The reporting person agreed to certain amendments of their outstanding stock option pursuant to the terms of the issuer's one-time offer to reprice eligible options (the "Offer") described in the Tender Offer Statement on Schedule TO filed by the issuer with the Securities and Exchange Commission on October 18, 2022 (as amended, the "Schedule TO"). On December 1, 2022 (the "Repricing Date") the option award (the "Repriced Option") became 100% unvested and received a modified vesting schedule.
F2 The reporting person agreed to certain amendments of their outstanding stock option pursuant to the terms of the Offer included in the Schedule TO relating to a one-time offer by the issuer to reprice certain eligible options held by eligible employees (as defined in the Schedule TO).
F3 This reflects a modification in the exercise price and an adjustment of the vesting of the option award pursuant to the Offer.
F4 The reporting person agreed to certain amendments of their outstanding stock option pursuant to the terms of the Offer included in the Schedule TO relating to a one-time offer by the issuer to reprice certain eligible options held by eligible employees (as defined in the Schedule TO). Previously vested options and options that would vest from December 1, 2022 to December 1, 2023 will all vest on December 1, 2023 and thereafter in accordance with the original vesting schedule.