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CUSIP No. 04634X202 |
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This Amendment No. 2 to Schedule 13D (this Amendment) amends and supplements the previously
filed statement on Schedule 13D filed by Adam London with the Securities and Exchange Commission (the Commission) on July 12, 2021 (as amended and supplemented to date the Schedule 13D), which initially related to
Class B common stock, par value $0.0001 per share (the Class B Common Stock), of Astra Space, Inc. (the Issuer). The Schedule 13D is hereby amended and supplemented to include the information set forth herein.
Capitalized terms not defined herein have the meanings given to such terms in the Schedule 13D. Except as set forth herein, the Schedule 13D is unmodified and remains in full force and effect.
Item 1. Security and Issuer
The information in
Item 1 of the Schedule 13D is hereby amended and restated to read as follows:
This Statement on Schedule 13D (this Schedule 13D) relates to
Class A common stock, par value $0.0001 per share (the Class A Common Stock), of Astra Space, Inc. (the Issuer), the principal executive offices of which are located at 1900 Skyhawk Street Alameda, CA 94501.
Prior to the Business Combination (as defined below), the Issuer was known as Holicity Inc., a Delaware corporation (Holicity).
Item 3. Source and Amount of Funds or Other Consideration
Item 3 of the Schedule 13D is hereby amended and restated as follows:
Item 4 below summarizes certain provisions of the Merger Agreement (as defined below) that pertain to the securities acquired by the Reporting Person.
Pursuant to the Merger Agreement, upon consummation of the Business Combination, the shares of Class B common stock of Astra Space, Inc., a Delaware corporation (Legacy Astra) beneficially owned by the Reporting Person were
automatically converted into shares of Class B Common Stock of the Issuer.
Securities owned by the Reporting Person as of this date were
acquired in connection with his co-founding of Legacy Astra, through open market purchases using personal funds, through the exercise of stock options, or in exchange for services rendered to the
Issuer by the Reporting Person. If the Reporting Person acquires additional shares of the Issuer, whether pursuant to the Proposed Financing (as defined below) or otherwise, the Reporting Person may use personal funds, borrowed funds, or any other
form of valid consideration to fund such purchase.
Item 4. Purpose of Transaction
The information in Item 4 of the Schedule 13D is hereby amended and restated to read as follows:
Business Combination
On June 30, 2021 (the
Closing Date), the Issuer consummated the previously announced business combination pursuant to that certain Agreement and Plan of Merger, dated as of February 2, 2021 (as amended and/or restated from time to time, the
Merger Agreement), by and among the Issuer, Holicity Merger Sub, Inc., a newly-formed Delaware corporation (Merger Sub), and Legacy Astra. Pursuant to the terms of the Merger Agreement, Merger Sub merged with and into Legacy
Astra, with Legacy Astra surviving the merger as a wholly owned subsidiary of the Issuer (the Business Combination). As a result of the Business Combination, Legacy Astra became a wholly-owned subsidiary of the Issuer, with the
stockholders of Legacy Astra becoming stockholders of the Issuer and each outstanding share of common stock and preferred stock of Legacy Astra was cancelled and extinguished and collectively converted into the right to receive shares of common
stock of the Issuer in accordance with the Merger Agreement. Upon the consummation of the Business Combination, Holicity changed its name to Astra Space, Inc.
As a result of the Business Combination, the Reporting Person received 29,143,555 shares of Class B Common Stock. Subsequent to the Business Combination,
the Reporting Person gifted 700,000 shares of Class B Common Stock. Each share of Class B Common Stock is convertible into one (1) fully paid and nonassessable share of Class A Common Stock of the Issuer at the election of the
holder or upon the occurrence of certain events. Each share of Class B Common Stock has 10 votes per share, whereas shares of Class A Common Stock have one vote per share.