Statement of Changes in Beneficial Ownership (4)
11 März 2021 - 12:48AM
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).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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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
*
Bammi Rahul |
2. Issuer Name and Ticker or Trading Symbol
CF Finance Acquisition Corp II
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VIEW
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) CHIEF BUSINESS OFFICER |
(Last)
(First)
(Middle)
C/O VIEW, INC., 195 S. MILPITAS BLVD |
3. Date of Earliest Transaction
(MM/DD/YYYY)
3/8/2021 |
(Street)
MILPITAS, CA 95035
(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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Class A Common Stock (1)(2) | 3/8/2021 | | A | | 700000 | A | (1)(2) | 700000 | 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 | $15.92 | 3/8/2021 | | A | | 209249 | | (3) | (3) | Class A Common Stock | 209249 | (3) | 209249 | D | |
Stock Options | $9.04 | 3/8/2021 | | A | | 1986056 | | (4) | (4) | Class A Common Stock | 1986056 | (4) | 1986056 | D | |
Stock Options | $10.00 | 3/8/2021 | | A | | 700000 | | (5) | (5) | Class A Common Stock | 700000 | (5) | 700000 | D | |
Explanation of Responses: |
(1) | In connection with the Issuer's business combination (the "Business Combination") with View, Inc. ("Legacy View") in accordance with the terms of the Agreement and Plan of Merger (the "Merger Agreement"), dated as of November 30, 2020, among the Issuer (f/k/a CF Finance Acquisition Corp. II), PVMS Merger Sub, Inc. and Legacy View, 700,000 restricted stock units ("RSUs") of the Issuer's Class A Common Stock were granted to the reporting person from the Issuer's 2021 Equity Incentive Plan ("2021 Plan"). The RSUs are subject to both time and performance based vesting. 1/4th of the RSUs will time vest on March 8, 2022 and 1/48th on the same day of each month for the next three years, so that all such shares subject to this award will be fully time vested on March 8, 2025. |
(2) | (Continued from Footnote 1) 1/2 of the RSUs will performance vest if the average closing stock price of shares of the Issuer's Class A Common Stock equals or exceeds $15.00 per share over a sixty (60) trading day period at any time during the four year vesting period ("$15 hurdle"), and all of the RSUs will performance vest if the average closing stock price of shares of the Issuer's Class A Common Stock equals or exceeds $20.00 per share over a sixty (60) trading day period at any time during the four year vesting period ("$20 hurdle"). If the $15 hurdle has not been met by March 8, 2025, all of the RSUs will be forfeited and returned to the 2021 Plan. If the $15 hurdle has been met but not the $20 hurdle by March 8, 2025, 1/2 of the RSUs will be forfeited and returned to the 2021 Plan. |
(3) | Upon the closing of the Business Combination, each stock option issued under Legacy View's Amended and Restated 2018 Equity Incentive Plan ("Stock Option") was converted into an option to purchase a number of shares of the Issuer's Class A Common Stock in accordance with the Merger Agreement. The Stock Options granted to the reporting person on August 25, 2016 were converted into options to purchase 209,249 shares of the Issuer's Class A Common Stock at an exercise price of $15.92. All of the shares subject to this award were fully vested and exercisable on August 25, 2016. |
(4) | The Stock Options granted to the reporting person on November 21, 2018 were converted into options to purchase 1,986,056 shares of the Issuer's Class A Common Stock at an exercise price of $9.04. 1/48th of the shares subject to this award vested on December 1, 2018 and on the same day of each month for the next four years, so that all such shares subject to this award will be fully vested and exercisable on November 1, 2022. |
(5) | Upon the closing of the Business Combination, stock options were issued under the Issuer's 2021 Equity Incentive Plan ("2021 Stock Option"). The 2021 Stock Options granted to the reporting person on the closing date of the Business Combination ("Closing Date") were options to purchase 700,000 shares of the Issuer's Class A Common Stock at an exercise price of $10.00 per share. 1/4th of the shares subject to this award will vest on the one year anniversary of the Closing Date and on the same day of each month for the next three years, so that all such shares subject to this award will be fully vested and exercisable on the four year anniversary of the Closing Date. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Bammi Rahul C/O VIEW, INC. 195 S. MILPITAS BLVD MILPITAS, CA 95035 |
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| CHIEF BUSINESS OFFICER |
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Signatures
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/s/ William Krause, Attorney-in-fact | | 3/10/2021 |
**Signature of Reporting Person | Date |
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