Janice L. Sears - 13 Feb 2025 Form 4 Insider Report for Sonder Holdings Inc. (SOND)

Role: Director
Signature: /s/ Vanessa Barmack Attorney-in Fact for Janice Sears
Issuer symbol: SOND
Transactions as of: 13 Feb 2025
Net transactions value: $0
Form type: 4
Filing time: 18 Feb 2025, 18:05:40 UTC
Previous filing: 17 May 2024
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	SOND	Common Stock	Options Exercise		+12,517	+226%		18,063	13 Feb 2025	Direct	F1, F2, F3
transaction	SOND	Common Stock	Options Exercise		+587	+3.2%		18,650	13 Feb 2025	Direct	F1, F2, F4
transaction	SOND	Common Stock	Award	$0	+49,689	+266%	$0.000000	68,339	13 Feb 2025	Direct	F5

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	Restricted Stock Units	Options Exercise	$0	-12,517	-100%	$0.000000	0	13 Feb 2025	Common Stock	12,517		Direct	F1, F2, F6
transaction	SOND	Restricted Stock Units	Options Exercise	$0	-587	-100%	$0.000000	0	13 Feb 2025	Common Stock	587		Direct	F1, F2, F7

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Each restricted stock unit ("RSU") represents a contingent right to receive one share of common stock.
F2	On September 20, 2023 the issuer effected a 1-for-20 reverse stock split (the "Reverse Stock Split"). The number of securities reported on this Form 4 have been adjusted to reflect the Reverse Stock Split.
F3	Reflects the delayed vesting upon the effectiveness of the issuer's Registration Statement on Form S-8 with respect to the shares of common stock available for issuance under the issuer's 2021 Equity Incentive Plan, as amended, which were due to vest on June 7, 2024. The issuance of the shares of common stock was delayed until the issuer's filing of its delinquent periodic reports.
F4	Reflects the delayed vesting upon the effectiveness of the issuer's Registration Statement on Form S-8 with respect to the shares of common stock available for issuance under the issuer's 2021 Equity Incentive Plan, as amended, which were due to vest on August 9, 2024. The issuance of the shares of common stock was delayed until the issuer's filing of its delinquent periodic reports.
F5	Represents RSUs granted to the reporting person on February 13, 2025 as compensation for service as a director. The RSUs will vest in full on the earlier of (i) the one-year anniversary of the grant date of February 13, 2024, or (ii) the date of the 2025 annual meeting of shareholders, each subject to the reporting person's continued service as a director through the vesting date. Each RSU represents a contingent right to receive one share of common stock.
F6	Represents RSUs granted on June 7, 2023 as compensation for service as a director. The RSUs will vest in full on the earlier of (i) the one-year anniversary of the grant date, or (ii) the date of the issuers 2024 annual meeting of stockholders. Each RSU represents a contingent right to receive one share of common stock. The vesting of these RSUs was delayed upon the effectiveness of the issuer's Registration Statement on Form S-8 with respect to the shares of common stock available for issuance under the issuer's 2021 Equity Incentive Plan, as amended, which were due to vest on June 7, 2023. The issuance of the shares of common stock was delayed until the issuer's filing of its delinquent periodic reports.
F7	Represents RSUs granted on August 9, 2021. The RSUs will vest in three equal annual installments beginning on the first anniversary of the the grant date, subject to the reporting person's continued service as a director through the vesting date. Each RSU represents a contingent right to receive one share of common stock. The vesting of these RSUs was delayed upon the effectiveness of the issuer's Registration Statement on Form S-8 with respect to the shares of common stock available for issuance under the issuer's 2021 Equity Incentive Plan, as amended, which were due to vest on August 9, 2024. The issuance of the shares of common stock was delayed until the issuer's filing of its delinquent periodic reports.

Remarks:

EX-24