12/10/2024 | Press release | Distributed by Public on 12/10/2024 20:29
FORM 4
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES 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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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |
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. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) |
4. Transaction 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 (Month/Day/Year) |
7. Title and Amount of Underlying Securities (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 |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Singh Ranbir C/O NAVITAS SEMICONDUCTOR CORPORATION 3520 CHALLENGER STREET TORRANCE, CA 90503-1640 |
X | X |
/s/ Paul D. Delva, attorney-in-fact | 12/10/2024 |
**Signature of Reporting Person | Date |
* | 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). |
(1) | Reflects shares of common stock underlying restricted stock units (RSUs), 162,661 of which were fully vested upon grant and 16,377 of which are scheduled to vest on the date of the issuer's 2025 annual stockholders' meeting, subject to the reporting person's continued service as a director of the company on the vesting date, in each case granted in connection with the reporting person's election to the issuer's board of directors as disclosed in the issuer's current report on Form 8-K filed with the Securities and Exchange Commission on December 3, 2024. RSUs entitle the holder to receive one share of common stock per vested RSU, upon or promptly following the vesting date, before "sales to cover" taxes as described in note 2 and subject to the applicable equity incentive plan and policies of the issuer. |
(2) | Reflects sales made pursuant to the issuer's policy requiring "sales to cover" of the minimum number of shares as are necessary to satisfy tax withholding obligations arising exclusively from the vesting of a compensatory award, including restricted stock units, and intending to satisfy the requirements of Rule 10b5-1(c) under the Securities Exchange Act of 1934. The reporting person does not exercise control over the timing of such sales or the number of shares sold. |
(3) | The reported securities were sold in multiple trades at prices ranging from $4.1450 to $4.2691, inclusive. The price reported above reflects the weighted-average sale price. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares and prices at which the transaction was effected. |
(4) | The reporting person is the sole manager of SiCPower, LLC and may be deemed to have indirect beneficial ownership of the shares held by SiCPower, LLC. The reporting person disclaims beneficial ownership of the reported securities for purposes of Section 16 of the Securities Exchange Act of 1934. |