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Filing Details

Accession Number:: 0001213900-20-044504
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2020-12-23 21:00:25
Reporting Period:: 2020-12-21

Accepted Time:: 2020-12-23 21:00:25
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1750153	Canoo Inc.	GOEV	()	4

Insiders

Cik	Name	Reported Address	Director	Officer	Large Shareholder	Other
1519536	J Daniel Hennessy	3415 N. Pines Way, Suite 204 Wilson WY 83014	No	No	Yes	No
1597166	Hennessy Capital Llc	3415 N. Pines Way, Suite 204 Wilson WY 83014	No	No	Yes	No
1750196	Hennessy Capital Partners Iv Llc	3415 N. Pines Way, Suite 204 Wilson WY 83014	No	No	Yes	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Class A Common Stock	Acquisiton	2020-12-21	500,000	$10.00	500,000	No	4	P	Indirect	See Footnote
Class A Common Stock	Acquisiton	2020-12-21	5,656,820	$0.00	6,156,820	No	4	M	Direct
Class A Common Stock	Disposition	2020-12-21	6,156,820	$0.00	0	No	4	J	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	P	Indirect	See Footnote
No	4	M	Direct
No	4	J	Direct

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Class A Common Stock	Class B Common Stock	Disposition	2020-12-21	2,347,879	$0.00	2,347,879	$0.00
Class A Common Stock	Class B Common Stock	Acquisiton	2020-12-21	2,347,879	$0.00	2,347,879	$0.00
Class A Common Stock	Class B Common Stock	Disposition	2020-12-21	5,656,820	$0.00	5,656,820	$0.00

Remaning Holdings	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
3,308,941	No	4	J	Direct
5,656,820	No	4	J	Direct
0	No	4	M	Direct

Footnotes

As described in the registrant's registration statement on Form S-1 (File No. 333-229608) under the heading "Description of Securities-Founder Shares," the shares of Class B common stock were automatically convertible into shares of Class A common stock at the time of the registrant's initial business combination on a one-for-one basis, subject to certain adjustments described therein and have no expiration date. In connection with the closing of the registrant's initial business combination, the outstanding shares of Class B common stock were converted into shares of Class A common stock.
As contemplated by the sponsor warrant exchange and share cancellation agreement (the "Agreement"), dated August 17, 2020, between the registrant and Hennessy Capital Partners IV LLC ("HCP"), 2,347,879 shares of Class B common stock held by HCP were returned to the registrant for no consideration and cancelled.
As contemplated by the Agreement, HCP exchanged 11,739,394 warrants of the registrant for 2,347,879 shares of the registrant's Class B common stock
Represents the pro rata distribution of the shares of Class A common stock of the registrant held by HCP and SPV (as defined below) to all of the members of the reporting person or their permitted transferees.
Hennessy Capital LLC is the managing member of HCP. Daniel J. Hennessy is the sole managing member of Hennessy Capital LLC. Consequently, Mr. Hennessy may be deemed the beneficial owner of the shares held by HCP and has sole voting and dispositive control over such securities. Mr. Hennessy disclaims beneficial ownership except to the extent of his pecuniary interest therein, and this report shall not be deemed an admission that he 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.
Represents shares of Class A common stock of the registrant purchased by Hennessy Capital SPV II LLC ("SPV") in a private placement in connection with the registrant's initial business combination. Daniel J. Hennessy is the sole managing member of SPV. Consequently, Mr. Hennessy may be deemed the beneficial owner of the shares held by SPV and has sole voting and dispositive control over such securities. Mr. Hennessy disclaims beneficial ownership except to the extent of his pecuniary interest therein, and this report shall not be deemed an admission that he 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.