Ian Robertson - 02 Aug 2023 Form 4 Insider Report for Embark Technology, Inc.

Reporting relationship: Director
Issuer ticker: N/A
Reported as of: 02 Aug 2023
Net transaction value: $0
SEC form: 4
Accepted by SEC: 04 Aug 2023, 18:17:24 UTC
Prior SEC filing: 04 Oct 2022
Source filing: View source filing
Reporting owner signature: /s/ Ian Robertson

Key filing fact

Ian Robertson filed Form 4 for Embark Technology, Inc. on 04 Aug 2023.

Key facts

This page summarizes Ian Robertson's Form 4 filing for Embark Technology, Inc..
3 reported transactions and 1 derivative row are listed below.
Accepted by SEC: 04 Aug 2023, 18:17.

Change

Previous filing in this sequence was filed on 04 Oct 2022.
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

Filed on Form 4

Ownership activity is grounded in SEC Form 4 disclosures.

View source filing

Reported non-derivative transactions

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

EMBK transaction

Class A Common Stock

Disposed to Issuer

Transaction value
Shares: -9,884
Change %: -100%
Price
Shares after: 0
Date: 02 Aug 2023
Ownership: Direct
Footnotes: F1

EMBK transaction

Class A Common Stock

Disposed to Issuer

Transaction value
Shares: -8,226
Change %: -100%
Price
Shares after: 0
Date: 02 Aug 2023
Ownership: By Techno Whiz Kid Inc.
Footnotes: F1

Reported derivative securities

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

EMBK transaction Derivative

Warrants

Disposed to Issuer

Transaction value: $0
Shares: -6,991
Change %: -100%
Price: $0.000000^*
Shares after: 0
Date: 02 Aug 2023
Ownership: By Techno Whiz Kid Inc.
Underlying class: Class A Common Stock
Underlying amount: 6,991
Exercise price: $230.00
Footnotes: F2

^* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Section 16 status

Ian Robertson is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may still apply in specific circumstances.

Explanation of responses 2 footnotes

Footnote F1

Pursuant to an Agreement and Plan of Merger, dated as of May 25, 2023 (the "Merger Agreement"), by and among the Issuer, Applied Intuition, Inc., and Azara Merger Sub, Inc., at the effective time of the merger (the "Effective Time"), each share of Class A common stock was cancelled and automatically converted into the right to receive an amount equal to $2.88 in cash, without interest (the "Per Share Price").

Footnote F2

Pursuant to the Merger Agreement and the Warrant Agreement, dated January 12, 2021, as amended, between the Issuer and Continental Stock Transfer Trust Company, at the Effective Time, each outstanding and unexercised warrant was automatically cancelled and converted into the right to receive an amount in cash equal to (1) the total number of shares of Common Stock underlying such Warrant multiplied by (2) the excess, if any, of the Per Share Price over the Warrant Price (as defined in the Warrant Agreement), without interest and subject to applicable withholding taxes. The consideration per Company Warrant was determined to equal $0.0091 in cash.