Sec Form 4 Filing - Spartan Energy Acquisition Sponsor LLC @ Fisker Inc./DE - 2021-03-12

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
Spartan Energy Acquisition Sponsor LLC
2. Issuer Name and Ticker or Trading Symbol
Fisker Inc./DE [ FSR]
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)
9 WEST 57TH STREET,, 43RD FLOOR
3. Date of Earliest Transaction (MM/DD/YY)
03/12/2021
(Street)
NEW YORK, NY10019
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
Class A Common Stock 03/12/2021 C 3,664,219 A 16,610,543 I See Note ( 2 )
Class A Common Stock 03/12/2021 S 830,776 D $ 23.1731 ( 3 ) 15,779,767 I See Note ( 2 )
Class A Common Stock 03/15/2021 S 793,570 D $ 22.6326 ( 4 ) 14,986,197 I See Note ( 2 )
Class A Common Stock 03/16/2021 C 1,243,110 A 16,229,307 I See Note ( 2 )
Class A Common Stock 03/16/2021 S 1,250,000 D $ 21.7529 ( 6 ) 14,979,307 I See Note ( 2 )
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
Warrant (right to buy) ( 1 ) 03/12/2021 C 7,020,000 ( 1 ) ( 1 ) Class A Common Stock 7,020,000 ( 1 ) 2,340,000 I See Note ( 2 )
Warrant (right to buy) ( 5 ) 03/16/2021 C 2,340,000 ( 5 ) ( 5 ) Class A Common Stock 2,340,000 ( 5 ) 0 I See Note ( 2 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Spartan Energy Acquisition Sponsor LLC
9 WEST 57TH STREET,
43RD FLOOR
NEW YORK, NY10019
X
Apollo Natural Resources Partners II, L.P.
9 WEST 57TH STREET,
43RD FLOOR
NEW YORK, NY10019
X
Apollo Commodities Management, L.P.
9 WEST 57TH STREET,
43RD FLOOR
NEW YORK, NY10019
X
Apollo Management Holdings, L.P.
9 WEST 57TH STREET,
43RD FLOOR
NEW YORK, NY10019
X
Apollo Management Holdings GP, LLC
9 WEST 57TH STREET,
43RD FLOOR
NEW YORK, NY10019
X
Strong Geoffrey
9 WEST 57TH STREET,
43RD FLOOR
NEW YORK, NY10019
X
Signatures
[see signatures attached as Exhibit 99.2] 03/16/2021
Signature of Reporting Person Date
Explanation of Responses:
( 1 )On March 12, 2021, the reporting persons exercised warrants to purchase 7,020,000 shares of the Issuer's Class A common stock for $11.50 a share. The reporting person paid the exercise price on a cashless basis, resulting in the Issuer withholding of 3,355,781 of the warrant shares to pay the exercise price and issuing to the reporting person the remaining 3,664,219 Class A common shares. The Warrants were exercisable on November 28, 2020, and will expire on October 29, 2025.
( 2 )See Exhibit 99.1.
( 3 )The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $22.61 to $23.20, inclusive. 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 sold at each separate price within the ranges set forth in footnotes (3), (4) and (6) to this Form 4.
( 4 )The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $22.22 to $23.20, inclusive. 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 sold at each separate price within the ranges set forth in footnotes (3), (4) and (6) to this Form 4.
( 5 )On March 16, 2021, the reporting persons exercised warrants to purchase 2,340,000 shares of the Issuer's Class A common stock for $11.50 a share. The reporting person paid the exercise price on a cashless basis, resulting in the Issuer withholding of 1,096,890 of the warrant shares to pay the exercise price and issuing to the reporting person the remaining 1,243,110 Class A common shares. The Warrants were exercisable on November 28, 2020, and will expire on October 29, 2025.
( 6 )The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $21.03 to $22.92, inclusive. 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 sold at each separate price within the ranges set forth in footnotes (3), (4) and (6) to this Form 4.

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