Sec Form 4 Filing - Virgin Investments Ltd @ Virgin Galactic Holdings, Inc - 2021-04-12

Insider filing report for Changes in Beneficial Ownership
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FORM 4
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
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Virgin Investments Ltd
2. Issuer Name and Ticker or Trading Symbol
Virgin Galactic Holdings, Inc [ SPCE]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director X __ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
CRAIGMUIR CHAMBERS, ROAD TOWN
3. Date of Earliest Transaction (MM/DD/YY)
04/12/2021
(Street)
TORTOLA, D8VG 1110
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
_____ Form filed by One Reporting Person
__ X __ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 04/12/2021 S( 1 ) 1,619,290 D $ 26.819 ( 2 ) 60,783,970 I See footnote ( 3 )
Common Stock 04/12/2021 S( 1 ) 242,868 D $ 27.7725 ( 4 ) 60,541,102 I See footnote ( 3 )
Common Stock 04/12/2021 S( 1 ) 37,842 D $ 28.7327 ( 5 ) 60,503,260 I See footnote ( 3 )
Common Stock 04/13/2021 S( 1 ) 2,180,251 D $ 26.9071 ( 6 ) 58,323,009 I See footnote ( 3 )
Common Stock 04/13/2021 S( 1 ) 19,749 D $ 27.5131 ( 7 ) 58,303,260 I See footnote ( 3 )
Common Stock 04/14/2021 S( 1 ) 1,471,946 D $ 26.8534 ( 8 ) 56,831,314 I See footnote ( 3 )
Common Stock 04/14/2021 S( 1 ) 12,054 D $ 27.4745 ( 9 ) 56,819,260 I See footnote ( 3 )
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
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 Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Virgin Investments Ltd
CRAIGMUIR CHAMBERS, ROAD TOWN
TORTOLA, D8VG 1110
X
Virgin Group Investments LLC
CRAIGMUIR CHAMBERS, ROAD TOWN
TORTOLA, D8VG 1110
X
Corvina Holdings LTD
CRAIGMUIR CHAMBERS, ROAD TOWN
TORTOLA, D8VG 1110
X
Virgin Group Holdings LTD
CRAIGMUIR CHAMBERS, ROAD TOWN
TORTOLA, D8VG 1110
X
Branson Sir Richard
BRANSON VILLA, NECKER BEACH ESTATE
NECKER ISLAND, D8VG 1150
X
Signatures
Virgin Investments Limited By: /s/ James Cahillane, Attorney-in-fact 04/14/2021
Signature of Reporting Person Date
Virgin Group Investments LLC By: /s/ James Cahillane, Attorney-in-fact 04/14/2021
Signature of Reporting Person Date
Corvina Holdings Limited By: /s/ James Cahillane, Attorney-in-fact 04/14/2021
Signature of Reporting Person Date
Virgin Group Holdings Limited By: /s/ James Cahillane, Attorney-in-fact 04/14/2021
Signature of Reporting Person Date
Sir Richard Branson By: /s/ James Cahillane, Attorney-in-fact 04/14/2021
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Shares sold in open market transactions pursuant to a Rule 10b5-1 Plan entered on March 12, 2021 by Virgin Investments Limited.
( 2 )The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $26.50 to $27.49. The reporting persons undertake to provide 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 sold at each separate price within the range set forth in this footnote.
( 3 )Virgin Investments Limited is the record holder of the common stock reported herein. Virgin Investments Limited's sole shareholder is Virgin Group Investments LLC, whose sole managing member is Corvina Holdings Limited, whose sole shareholder is Virgin Group Holdings Limited. Sir Richard Branson owns and has the ability to appoint and remove the management of Virgin Group Holdings Limited and, as such, may indirectly control the decisions of Virgin Group Holdings Limited, regarding the voting and disposition of securities owned by Virgin Group Holdings Limited. As a result, each of the foregoing entities and Mr. Branson may be deemed to share beneficial ownership of the securities held by Virgin Investments Limited.
( 4 )The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $27.50 to $28.49. The reporting persons undertake to provide 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 sold at each separate price within the range set forth in this footnote.
( 5 )The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $28.50 to $28.91. The reporting persons undertake to provide 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 sold at each separate price within the range set forth in this footnote.
( 6 )The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $26.48 to $27.475. The reporting persons undertake to provide 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 sold at each separate price within the range set forth in this footnote.
( 7 )The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $27.48 to $27.565 The reporting persons undertake to provide 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 sold at each separate price within the range set forth in this footnote.
( 8 )The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $26.41 to $27.40. The reporting persons undertake to provide 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 sold at each separate price within the range set forth in this footnote.
( 9 )The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $27.41 to $27.58. The reporting persons undertake to provide 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 sold at each separate price within the range set forth in this footnote.

Reminder: Report on a separate lin e for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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