NBVM GP, LLC - 14 Jul 2021 Form 3 Insider Report for Markforged Holding Corp

Source evidence Original filing metadata and source links for verification. 4 source fields
SEC form
3
Accepted by SEC
14 Jul 2021, 20:35:04 UTC
Next SEC filing
21 Jul 2021
Source filing
View source filing
Reporting owner 1 detail
Reporting owner signature
North Bridge Venture Partners 7, L.P., /s/ Edward T. Anderson, Manager of NBVM GP, general partner of North Bridge Venture Management 7, L.P., general partner of North Bridge Venture Partners 7, L.P.

Key filing fact

NBVM GP, LLC filed Form 3 for Markforged Holding Corp on 14 Jul 2021.

Key facts

  • This page summarizes NBVM GP, LLC's Form 3 filing for Markforged Holding Corp.
  • 0 reported transactions and 1 derivative row are listed below.
  • Accepted by SEC: 14 Jul 2021, 20:35.

Change

  • No earlier filing in this sequence is available for direct comparison.
  • Current net transaction value: $0.

Research use

  • This tells you what this filing adds before you inspect full transaction and derivative tables.
  • You can trace every row back to the original SEC filing document.

Evidence

Official SEC source

Ownership activity is grounded in SEC Form 3 disclosures.

View source filing

Reported non-derivative transactions

Shares, units, or other non-derivative securities reported in this filing.

MKFG holding

Common Stock

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after
29,126,742
Date
14 Jul 2021
Ownership
By North Bridge Venture Partners 7, L.P.
Footnotes
F1

Reported derivative securities

Options, warrants, convertible securities, or similar derivative positions disclosed in the filing.

MKFG holding Derivative

Earnout Shares

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after
Date
14 Jul 2021
Ownership
By North Bridge Venture Partners 7, L.P.
Underlying class
Common Stock
Underlying amount
2,633,246
Exercise price
$0.000000
Footnotes
F1, F2, F3
* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Explanation of responses 3 footnotes

Footnote F1

The reportable securities are owned directly by North Bridge Venture Partners 7, L.P. ("NBVP 7 LP"). North Bridge Venture Management 7, L.P. ("NBVM 7") is the sole general partner of NBVP 7 L.P. NBVM GP, LLC ("NBVM GP") is the sole general partner of NBVM 7. Each of Edward T. Anderson, a member of the Issuer's board of directors post-closing of the Business Combination (as defined in footnote 2 below), and Richard A. D'Amore are the managers of NVBM GP (collectively, the "Managers"). Each of NBVM 7, NBVM GP and the Managers may be deemed to have shared voting and dispositive power over the shares held by NBVP 7 LP. Each of NBVM 7, NBVM GP and the Managers disclaims beneficial ownership of such shares and this report shall not be deemed an admission that any one of them is the beneficial owner of such shares for purposes of Section 16 or any other purpose, except to the extent of their respective pecuniary interests therein, if any.

Footnote F2

On July 14, 2021 (the "Closing Date") one, the Issuer's predecessor, consummated the business combination (the "Business Combination") pursuant to the terms of the merger agreement dated as of February 23, 2021 by and among one, Caspian Merger Sub Inc., a Delaware corporation and MarkForged, Inc., a Delaware corporation.

Footnote F3

Immediately prior to the effective time of the Business Combination on the Closing Date, NBVP 7 LP received the right to acquire 2,633,246 shares of the Issuer's Common Stock in connection with the Business Combination, (i) 1,436,316 of which will be released from escrow if the volume-weighted average price ("VWAP") of the Issuer for any 20 trading days in a consecutive 30-trading day period following the Closing Date is at least $12.50; and (ii) 1,196,930 of which will be released from escrow if the VWAP for any 20 trading days in a consecutive 30-day trading period following the Closing Date is at least $15.00. Upon a change of control or liquidation of the Issuer all such previously unearned shares will be issued. Any shares not eligible to be released within five years of the Closing Date will be forfeited and canceled.

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