Sec Form 4 Filing - Mattis Wenjuan @ Microvast Holdings, Inc. - 2021-07-23

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
Mattis Wenjuan
2. Issuer Name and Ticker or Trading Symbol
Microvast Holdings, Inc. [ MVST]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Chief Technology Officer (CTO)
(Last) (First) (Middle)
12603 SOUTHWEST FREEWAY, SUITE 210
3. Date of Earliest Transaction (MM/DD/YY)
07/23/2021
(Street)
STAFFORD, TX77477
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 07/23/2021 A 198,415 A 198,415 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
Employee Stock Option (right to buy) $ 4.37 07/23/2021 A 142,987 ( 2 ) 01/07/2026 Class A Common Stock 142,987 ( 3 ) 142,9 87 D
Employee Stock Option (right to buy) $ 6.28 07/23/2021 A 961,800 ( 2 ) 07/23/2027 Class A Common Stock 961,800 ( 4 ) 961,800 D
Employee Stock Option (right to buy) $ 6.28 07/23/2021 A 818,812 ( 2 ) 07/27/2030 Class A Common Stock 818,812 ( 5 ) 818,812 D
Capped Restricted Stock Unit $ 6.28 07/23/2021 A 429,123 ( 6 ) ( 6 ) Class A Common Stock 429,123 ( 7 ) 429,123 D
Earnout Rights ( 8 ) 07/23/2021 A( 9 ) 20,588 ( 8 ) ( 8 ) Class A Common Stock 20,588 ( 8 ) 20,588 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Mattis Wenjuan
12603 SOUTHWEST FREEWAY
SUITE 210
STAFFORD, TX77477
Chief Technology Officer (CTO)
Signatures
/s/ Sarah Alexander, Attorney-in-Fact 07/26/2021
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Received in exchange for 1,238 shares of common stock of Microvast, Inc. ("Microvast") in connection with the closing of the transactions contemplated by the Agreement and Plan of Merger by and between Tuscan Holdings Corp. ("Tuscan Holdings"), TSCN Merger Sub Inc. and Microvast, dated February 1, 2021 (the "Merger Agreement"), including the renaming of Tuscan Holdings to the Issuer (the "Merger"). On the effective date of the Merger, the closing price of Issuer's Class A Common Stock was $10.00.
( 2 )The shares underlying this option vest one-third on each of the first, second and third anniversaries of the Merger.
( 3 )Received in the Merger in exchange for an employee stock option to acquire 892 shares of common stock of Microvast for $700 per share.
( 4 )Received in the Merger in exchange for an employee stock option to acquire 6,000 shares of common stock of Microvast for $1,005.85 per share.
( 5 )Received in the Merger in exchange for an employee stock option to acquire 5,108 shares of common stock of Microvast for $1,005.85 per share.
( 6 )The Capped Restricted Stock Units convert into one share of Class A Common Stock on vesting and are subject to the same conditions and vesting schedule as stock options.
( 7 )Received in the Merger in exchange for the right to receive 2,677 shares of common stock of Microvast for $1005.85 per share.
( 8 )Pursuant to the earnout provisions in the Merger Agreement, the Reporting Person is entitled to receive shares of Class A Common Stock if the daily volume weighted average price of the common stock is greater than or equal to $18.00 for any 20 trading days within a 30 trading day period (or a change of control occurs that results in the holders of common stock receiving a per share price equal to or in excess of $18.00), during the period commencing on the closing date of the Merger and ending on the third anniversary of the closing date of the Merger.
( 9 )Received in connection with the Merger and pursuant to the terms of the Merger Agreement.

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.