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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT 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) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Warrant (Right to Buy) | $ 11.5 | 07/14/2021 | A | 6,000,000 | (4) | 07/14/2026 | Common Stock | 6,000,000 | $ 0 | 6,000,000 | I | LLC (3) |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
RODGERS THURMAN J C/O ENOVIX CORPORATION 3501 W. WARREN AVENUE FREMONT, CA 94538 |
X | X |
/s/ Edward J. Hejlek, Attorney-in-Fact for Thurman J. Rodgers | 07/16/2021 | |
**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) | Received pursuant to the Agreement and Plan of Merger, dated as of February 22, 2021, by and among Rodgers Silicon Valley Acquisition Corp, a Delaware corporation ("RSVAC"), RSVAC Merger Sub Inc., a Delaware corporation and wholly owned subsidiary of RSVAC ("Merger Sub"), and Enovix Corporation, a Delaware corporation ("Legacy Enovix"), pursuant to which (i) Merger Sub merged with and into Enovix, with Enovix surviving the merger as a wholly owned subsidiary of RSVAC and (ii) RSVAC changed its name to Enovix Corporation. |
(2) | The shares are held by the Rodgers Massey Revocable Living Trust dtd 4/4/11 for which the Reporting Person is a trustee. |
(3) | The shares are held by Rodgers Capital, LLC for which the Reporting Person is the managing member and has voting and dispositive power over the shares. |
(4) | Warrants become exercisable on the later of (i) 30 days after the completion of our initial business combination, which was on July 14, 2021, and (ii) 12 months from the closing of the RSVAC initial public offering, which was on December 4, 2020, and they expire five years after the completion of our initial business combination or earlier upon redemption or liquidation. |