Philip L. Rothenberg - 01 Dec 2022 Form 4 Insider Report for Sonder Holdings Inc. (SOND)

Role
General Counsel & Secretary
Signature
/s/ Ruby Alexander Attorney-in Fact for Philip Rothenberg
Issuer symbol
SOND
Transactions as of
01 Dec 2022
Net transactions value
$0
Form type
4
Filing time
07 Dec 2022, 18:26:09 UTC
Previous filing
16 Nov 2022
Next filing
17 May 2023
SEC
View on sec.gov

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 -11,099 -100% 0 01 Dec 2022 Common Stock 11,099 $2.93 Direct F1, F2
transaction SOND Employee stock option (right to buy) Award +11,099 11,099 01 Dec 2022 Common Stock 11,099 $1.74 Direct F2, F3, F4
transaction SOND Employee stock option (right to buy) Disposed to Issuer -12,066 -100% 0 01 Dec 2022 Common Stock 12,066 $2.93 Direct F1, F2
transaction SOND Employee stock option (right to buy) Award +12,066 12,066 01 Dec 2022 Common Stock 12,066 $1.74 Direct F2, F3, F4
transaction SOND Employee stock option (right to buy) Disposed to Issuer -240 -100% 0 01 Dec 2022 Common Stock 240 $3.00 Direct F1, F2
transaction SOND Employee stock option (right to buy) Award +240 240 01 Dec 2022 Common Stock 240 $1.74 Direct F2, F3, F4
transaction SOND Employee stock option (right to buy) Disposed to Issuer -531 -100% 0 01 Dec 2022 Common Stock 531 $3.00 Direct F1, F2
transaction SOND Employee stock option (right to buy) Award +531 531 01 Dec 2022 Common Stock 531 $1.74 Direct F2, F3, F4
transaction SOND Employee stock option (right to buy) Disposed to Issuer -1,621 -100% 0 01 Dec 2022 Common Stock 1,621 $3.00 Direct F1, F2
transaction SOND Employee stock option (right to buy) Award +1,621 1,621 01 Dec 2022 Common Stock 1,621 $1.74 Direct F2, F3, F4
transaction SOND Employee stock option (right to buy) Disposed to Issuer -22,149 -100% 0 01 Dec 2022 Common Stock 22,149 $6.09 Direct F1, F2
transaction SOND Employee stock option (right to buy) Award +22,149 22,149 01 Dec 2022 Common Stock 22,149 $1.74 Direct F2, F3, F4
transaction SOND Employee stock option (right to buy) Disposed to Issuer -18,699 -100% 0 01 Dec 2022 Common Stock 18,699 $6.09 Direct F1, F2
transaction SOND Employee stock option (right to buy) Award +18,699 18,699 01 Dec 2022 Common Stock 18,699 $1.74 Direct F2, F3, F4
transaction SOND Employee stock option (right to buy) Disposed to Issuer -4,894 -100% 0 01 Dec 2022 Common Stock 4,894 $8.23 Direct F1, F2
transaction SOND Employee stock option (right to buy) Award +4,894 4,894 01 Dec 2022 Common Stock 4,894 $1.74 Direct F2, F3, F4
transaction SOND Employee stock option (right to buy) Disposed to Issuer -6,688 -100% 0 01 Dec 2022 Common Stock 6,688 $8.23 Direct F1, F2
transaction SOND Employee stock option (right to buy) Award +6,688 6,688 01 Dec 2022 Common Stock 6,688 $1.74 Direct F2, F3, F4
transaction SOND Employee stock option (right to buy) Disposed to Issuer -229,334 -100% 0 01 Dec 2022 Common Stock 229,334 $8.79 Direct F1, F2
transaction SOND Employee stock option (right to buy) Award +229,334 229,334 01 Dec 2022 Common Stock 229,334 $1.74 Direct F2, F3, F4
transaction SOND Employee stock option (right to buy) Disposed to Issuer -2,325 -100% 0 01 Dec 2022 Common Stock 2,325 $8.79 Direct F1, F2
transaction SOND Employee stock option (right to buy) Award +2,325 2,325 01 Dec 2022 Common Stock 2,325 $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.