Francis Davidson - Aug 13, 2024 Form 4 Insider Report for Sonder Holdings Inc. (SOND)

Role
Chief Executive Officer, Director
Signature
/s/ Katherine E. Potter Attorney-in Fact for Francis Davidson
Stock symbol
SOND
Transactions as of
Aug 13, 2024
Transactions value $
$1,000,000
Form type
4
Date filed
8/19/2024, 04:16 PM
Previous 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 Series A Convertible Preferred Stock Award $1M +1M $1.00 1M Aug 13, 2024 Common Stock 1M Direct F1, F2, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 The Series A Convertible Preferred Stock is convertible into a number of shares of common stock equal to (x) the liquidation preference, plus an amount equal to all accumulated and unpaid dividends on such shares (including dividends accrued and unpaid on previously unpaid dividends) divided by (y) a conversion price of the lower of (i) $1.00 and (ii) a 10% discount to the lowest daily VWAP of the common stock in the 7 trading days prior to the date of conversion, subject to a minimum conversion price of $0.50. The number of shares of Company common stock underlying such Series A Convertible Preferred Stock will increase for each dividend period.
F2 The shares will become convertible upon shareholder approval for the issuance of the underlying common stock at a special meeting anticipated to be held in the third quarter of 2024.
F3 The conversion rights of the Series A Convertible Preferred Stock do not expire.