Filing Details

Accession Number:
0001418812-20-000046
Form Type:
4
Zero Holdings:
No
Publication Time:
2020-06-05 17:19:14
Reporting Period:
2020-06-03
Accepted Time:
2020-06-05 17:19:14
SEC Url:
Form 4 Filing
Issuer
Cik Name Symbol Sector (SIC) IRS No
1731289 Nikola Corp NKLA () DE
Insiders
Cik Name Reported Address Insider Title Director Officer Large Shareholder Other
1159187 W Jeffrey Ubben One Letterman Drive
Building D, 4Th Floor
San Francisco CA 94129
Yes No No Yes
1351069 Valueact Capital Management, L.p. One Letterman Drive
Building D, 4Th Floor
San Francisco CA 94129
Yes No No Yes
1351073 Valueact Capital Management, Llc One Letterman Drive
Building D, 4Th Floor
San Francisco CA 94129
Yes No No Yes
1418812 Va Partners I, Llc One Letterman Drive
Building D, 4Th Floor
San Francisco CA 94129
Yes No No Yes
1418813 Valueact Holdings Gp, Llc One Letterman Drive
Building D, 4Th Floor
San Francisco CA 94129
Yes No No Yes
1418814 Valueact Holdings, L.p. One Letterman Drive
Building D, 4Th Floor
San Francisco CA 94129
Yes No No Yes
1728461 Valueact Spring Master Fund, L.p. One Letterman Drive
Building D, 4Th Floor
San Francisco CA 94129
Yes No No Yes
1763309 Valueact Holdings Ii, L.p. One Letterman Drive
Building D, Fourth Floor
San Francisco CA 94129
Yes No No Yes
1814133 Va Spring Nm, Llc One Letterman Drive
Building D, Fourth Floor
San Francisco CA 94129
Yes No No Yes
Reported Non-Derivative Transactions
Sec. Name Acquisiton - Disposition Date Amount Price Remaning Holdings Equity Swap Involved Form Type Code Nature of Ownership Explanation
Common Stock Acquisiton 2020-06-03 8,686,587 $0.00 8,686,587 No 4 A Indirect See Footnotes
Common Stock Acquisiton 2020-06-03 6,675,437 $0.00 6,675,437 No 4 A Indirect See Footnotes
Common Stock Acquisiton 2020-06-03 5,000,000 $10.00 11,675,437 No 4 P Indirect See Footnotes
Equity Swap Involved Form Type Code Nature of Ownership Explanation
No 4 A Indirect See Footnotes
No 4 A Indirect See Footnotes
No 4 P Indirect See Footnotes
Footnotes
  1. Received pursuant to the Business Combination Agreement, dated as of March 2, 2020, by and among VectoIQ Acquisition Corp. ("VectoIQ"), Nikola Corporation ("Legacy Nikola") and VCTIQ Merger Sub Corp., a wholly-owned subsidiary of VectoIQ ("Merger Sub"), pursuant to which Merger Sub merged with and into Legacy Nikola, with Legacy Nikola surviving the merger as a wholly-owned subsidiary of VectoIQ (which subsequently changed its name to "Nikola Corporation", the "Issuer").
  2. Consists of 8,686,587 shares beneficially owned by VA Spring NM, LLC. As managing member of VA Spring NM, LLC, Mr. Ubben may be deemed to indirectly beneficially own shares held by such entity.
  3. Each reporting person listed herein disclaims beneficial ownership of the reported securities except to the extent of its pecuniary interest therein, and this report shall not be deemed an admission that such person is the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.
  4. Consists of 6,675,437 shares beneficially owned by ValueAct Spring Master Fund, L.P., and may be deemed to be indirectly beneficially owned by (i) VA Partners I, LLC as General Partner of ValueAct Spring Master Fund, L.P., (ii) ValueAct Capital Management, L.P. as the manager of ValueAct Spring Master Fund, L.P., (iii) ValueAct Capital Management, LLC as General Partner of ValueAct Capital Management, L.P., (iv) ValueAct Holdings, L.P. as the majority owner of the membership interests of VA Partners I, LLC, (v) ValueAct Holdings II, L.P. as the sole owner of the membership interests of ValueAct Capital Management, LLC and as the majority owner of the limited partnership interests of ValueAct Capital Management, L.P., and (vi) ValueAct Holdings GP, LLC as General Partner of ValueAct Holdings, L.P. and ValueAct Holdings II, L.P.
  5. ValueAct Spring Master Fund, L.P. purchased 5,000,000 shares of VectoIQ's common stock at a price of $10.00 per share, pursuant to a private placement. The securities reported herein are directly beneficially owned by ValueAct Spring Master Fund, L.P. and may be deemed to be indirectly beneficially owned by (i) VA Partners I, LLC as General Partner of ValueAct Spring Master Fund, L.P., (ii) ValueAct Capital Management, L.P. as manager of ValueAct Spring Master Fund, L.P., (iii) ValueAct Capital Management, LLC as General Partner of ValueAct Capital Management, L.P., (iv) ValueAct Holdings, L.P. as the majority owner of the membership interests of VA Partners I, LLC, (v) ValueAct Holdings II, L.P. as the sole owner of the membership interests of ValueAct Capital Management, LLC and as the majority owner of the limited partnership interests of ValueAct Capital Management, L.P., and (vi) ValueAct Holdings GP, LLC as General Partner of ValueAct Holdings, L.P. and ValueAct Holdings II, L.P.