Sec Form 4 Filing - Leonard Melissa A. @ NU RIDE INC. - 2024-03-14

Insider filing report for Changes in Beneficial Ownership
"Insiders might sell their shares for any number of reasons, but they buy them for only one: they think the price will rise"
- Peter Lynch
What is insider trading>>
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
OMB APPROVAL
OMB Number: 3235-0287
Expires: November 30, 2011
Estimated average burden hours per response... 0.5
1. Name and Address of Reporting Person
Leonard Melissa A.
2. Issuer Name and Ticker or Trading Symbol
NU RIDE INC. [ NRDE]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
FMR EVP, GEN. COUNSEL & SECR
(Last) (First) (Middle)
1700 BROADWAY, 19TH FLOOR
3. Date of Earliest Transaction (MM/DD/YY)
03/14/2024
(Street)
NEW YORK, NY10019
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ 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 03/14/2024 M 5,555 A 15,184 D
Class A common stock 03/14/2024 F( 2 ) 1,925 D 13,259 D
Class A common stock 03/14/2024 M 18,000 A 31,259 D
Class A common stock 03/14/2024 F( 2 ) 6,237 D 25,022 D
Class A common stock 03/14/2024 A( 3 ) 6,000 A 31,022 D
Class A common stock 03/14/2024 F( 2 ) 2,079 D 28,943 D
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
Restricted Stock Units $ 0 03/14/2024 M( 5 ) 5,555 ( 6 ) ( 6 ) Class A Common Stock 5,555 $ 0 0 D
Restricted Stock Units $ 0 03/14/2024 M( 5 ) 18,000 ( 7 ) ( 7 ) Class A Common Stock 18,000 $ 0 0 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Leonard Melissa A.
1700 BROADWAY, 19TH FLOOR
NEW YORK, NY10019
FMR EVP, GEN. COUNSEL & SECR
Signatures
/s/ Melissa A. Leonard 03/18/2024
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Restricted stock units ("RSUs") convert into Class A common stock on a one-for-one basis.
( 2 )Represents shares withheld by the Issuer to satisfy the reporting person's tax withholding obligation upon the settlement of previously reported RSUs or PSUs, as applicable, which vested and settled on the Effective Date (as defined below). This does not represent a sale by the reporting person.
( 3 )On August 15, 2022, the reporting person was granted 6,000 performance stock units ("PSUs"), vesting upon the satisfaction of certain performance criteria. Vesting and settlement of awards that would occur after the Effective Date was accelerated in connection with the reporting person's termination of employment pursuant to the reporting person's severance agreement with the Issuer. The reporting person's employment terminated on December 29, 2023, however settlement of such awards could not occur until the Effective Date.
( 4 )PSUs convert into Class A common stock on a one-for-one basis.
( 5 )On June 27, 2023, Lordstown Motors Corp., a Delaware corporation, together with its subsidiaries (collectively, the "Debtors"), filed voluntary petitions for relief (the "Chapter 11 Cases") under Chapter 11 of the United States Bankruptcy Code (the "Bankruptcy Code") in the United States Bankruptcy Court for the District of Delaware (the "Bankruptcy Court"). On March 5, 2024, the Bankruptcy Court entered an order (the "Confirmation Order") confirming the Third Modified First Amended Joint Chapter 11 Plan of Lordstown Motors Corp. and Its Affiliated Debtors (as may be further modified, amended, or supplemented, the "Plan"). On March 14, 2024 (the "Effective Date"), the Plan was consummated and became effective in accordance with its terms, and the Debtors emerged from the Chapter 11 Cases with the Company changing its name to Nu Ride Inc.
( 6 )On January 1, 2022, the reporting person was granted 16,666 RSUs, vesting in three equal annual installments beginning on January 1, 2022. Vesting and settlement of awards that was to occur during the pendency of the Chapter 11 Cases was stayed during that period until the Effective Date.
( 7 )On August 15, 2022, the reporting person was granted 18,000 RSUs, vesting in three equal annual installments beginning on August 15, 2023. Vesting and settlement of awards (i) that was to occur during the pendency of the Chapter 11 Cases was stayed during that period until the Effective Date, and (ii) that would occur after the Effective Date was accelerated in connection with the reporting person's termination of employment pursuant to the reporting person's severance agreement with the Issuer. The reporting person's employment terminated on December 29, 2023, however settlement of such awards could not occur until the Effective Date.

Reminder: Report on a separate line 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).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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 Number.