Sec Form 4 Filing - Kress Greg @ Shapeways Holdings, Inc. - 2022-03-28

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
Kress Greg
2. Issuer Name and Ticker or Trading Symbol
Shapeways Holdings, Inc. [ SHPW]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Chief Executive Officer
(Last) (First) (Middle)
30-02 48TH AVENUE
3. Date of Earliest Transaction (MM/DD/YY)
03/28/2022
(Street)
LONG ISLAND CITY, NY11101
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
Common Stock 03/28/2022 A 243,139( 1 ) A $ 0 361,144 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 Unit ( 2 ) 03/28/2022 A 364,708 ( 2 ) 03/28/2028 Common Stock 364,708 $ 0 364,708 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Kress Greg
30-02 48TH AVENUE
LONG ISLAND CITY, NY11101
X Chief Executive Officer
Signatures
/s/ Jennifer Walsh, Attorney-in-Fact 03/29/2022
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The Reporting Person was granted restricted stock units ("RSUs"), which represent a contingent right to receive one share of Common Stock for each RSU. The RSUs are subject to a service-based vesting requirement, which shall be satisfied in four annual installments on each anniversary of March 28, 2022, subject to the Reporting Person's continuous service with the issuer through each such anniversary.
( 2 )The Reporting Person was granted RSUs, which represent a contingent right to receive one share of Common Stock for each RSU. The RSUs are subject to a service-based vesting requirement, which shall be satisfied in six annual installments on each anniversary of March 28, 2022, subject to the Reporting Person's continuous service with the issuer through each such anniversary. The RSUs are also subject to the satisfaction of share-price based performance vesting conditions ("RSU Performance Milestones"). Following the achievement of each RSU Performance Milestone, the applicable portion of RSUs that has vested under the service-based vesting will be delivered based on the remaining service-based vesting schedule. RSUs that have not satisfied the service-based vesting requirement and applicable RSU Performance Milestone will expire on the 6th anniversary of the date of grant.

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).

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