Statement of Changes in Beneficial Ownership (4)
11 March 2022 - 11:49PM
Edgar (US Regulatory)
FORM 4
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0287
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
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Palella Salvatore |
2. Issuer Name and Ticker or Trading Symbol
Helbiz, Inc.
[
HLBZ HLBZW
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director __X__ 10% Owner __X__ Officer (give title below) _____ Other (specify below) Chief Executive Officer |
(Last)
(First)
(Middle)
C/O HELBIZ, INC., 32 OLD SLIP,, 32ND FLOOR |
3. Date of Earliest Transaction
(MM/DD/YYYY)
8/12/2021 |
(Street)
NEW YORK, NY 10005
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock (Class A) | 3/8/2022 | | P | | 50000 | A | $3.05 | 550000 | D | |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) |
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Stock Options | $2.16 | 8/12/2021 (1) | | A | | 1484721 | | (2) | 4/1/2030 | Class A Common Stock | 1484721 | $3.05 | 1484721 | D (1) | |
Performance Based Restricted | $0.00 (3) | 8/12/2021 | | A | | 600000 | | (4) | 4/1/2030 | Class A Common Shares | 600000 | $3.05 | 600000 | D | |
Explanation of Responses: |
(1) | Granted by Helbiz Holdings Inc., under the 2020 Equity Incentive Plan adopted on April 1, 2020. Upon the merger by and among Green Vision Acquisition Corp., Helbiz Holdings Inc., and Green Vision Merge Sub Inc. on August 12, 2021, the options were exchanged for options of Helbiz, Inc., the successor to GreenVision Acquisition Corp. |
(2) | 50% of the options vest on the one-year anniversary of the 2020 Equity Incentive Plan. The remaining stock options vest at a rate of 1.4% a month over the next 36 months. As of the date of this filing 969,244 Stock Options have vest. |
(3) | Granted by Helbiz Holdings Inc. under the 2020 CEO Performance Plan adopted on April 1,2020. Upon the merger by and among GreenVision Acquisition Corp., Helbiz Holdings Inc., and GreenVision Merger Sub Inc. on August 12,2021, the performance-based restricted shares were exchanged for performance-based restricted shares of Helbiz Inc., the successor to GreenVision Acquisition Corp. |
(4) | The vesting of these performance-based restricted shares is subject to the attainment of certain performance objectives between 4/1/2020 and 4/1/2030 (the "2020-2030 Performance Period"). The target number (100%) of the total performance-based restricted shares is reported in the table set forth above. The portion of the target number of performance-based restricted shares allocated to each applicable performance objective will vest upon the attainment of the applicable performance objective. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Palella Salvatore C/O HELBIZ, INC., 32 OLD SLIP, 32ND FLOOR NEW YORK, NY 10005 | X | X | Chief Executive Officer |
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Signatures
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/s/ Salvatore Palella | | 3/11/2022 |
**Signature of Reporting Person | Date |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
Note: | File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. |
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. |
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