SEC Form 4/A · accession 0001144204-19-008731
Graf Industrial Corp. · GRAF
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
This is an amendment (Form 4/A). It replaces an earlier filing for the same period.
Reporting owner
Michael E Dee
Officer — President and CFO · Director
Period of report
Oct 26, 2018
Accepted (ET)
Feb 15, 2019 · 7:22 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001745317
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F3 | Oct 30, 2018 | J | 50,000 | — | A | 50,018 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Public Warrants (right to buy)F3,F2,F4,F5 | $11.50 | Oct 26, 2018 | P | 270,500 | A | — | — | Common Stock | 135,250 | 305,984 | D |
| Public Warrants (right to buy)F3,F2,F4,F5 | $11.50 | Oct 29, 2018 | P | 10,600 | A | — | — | Common Stock | 5,300 | 316,584 | D |
| Public Warrants (right to buy)F3,F2,F4,F5 | $11.50 | Oct 30, 2018 | P | 118,900 | A | — | — | Common Stock | 59,450 | 435,484 | D |
| Public Warrants (right to buy)F1,F3,F2,F4,F5 | $11.50 | Oct 30, 2018 | J | 50,000 | A | — | — | Common Stock | 25,000 | 485,484 | D |
Explanation of responses
- F1These securities were initially reported on the Reporting Person's Form 4, filed with the Securities and Exchange Commission (the "SEC") on October 31, 2018, as being included within the Issuer's units purchased by the Reporting Person for $10 per unit. Each unit consisted of one share of common stock and one public warrant, each of which is exercisable to purchase one-half of one share, or three-quarters of one share, of the Issuer's common stock at $11.50 per whole share, subject to adjustment, as described under the heading "Description of Securities - Redeemable Warrants - Public Stockholders' Warrants" in the Issuer's Registration Statement on Form S-1 (File No. 333-227396) (the "Registration Statement"). On October 30, 2018, the units separated into their component parts.
- F2Each public warrant is exercisable to purchase one-half of one share, or three-quarters of one share, of the Issuer's common stock at $11.50 per whole share, subject to adjustment as described under the heading "Description of Securities - Redeemable Warrants - Public Stockholders' Warrants" in the Registration Statement.
- F3These securities were omitted from the Reporting Person's Form 4, originally filed with the SEC on January 14, 2019, and the Reporting Person's subsequent Form 4s.
- F4The public warrants will become exercisable beginning on the later of October 18, 2019 or 30 days after the completion of the Issuer's initial business combination as described under the heading "Description of Securities - Redeemable Warrants - Public Stockholders' Warrants" in the Registration Statement.
- F5The public warrants will expire five years after the completion of the Company's initial business combination or earlier upon redemption or liquidation as described under the heading "Description of Securities - Redeemable Warrants - Public Stockholders' Warrants" in the Registration Statement.