Sec Form 4 Filing - PUBLIC INVESTMENT FUND @ Lucid Group, Inc. - 2022-12-22

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
PUBLIC INVESTMENT FUND
2. Issuer Name and Ticker or Trading Symbol
Lucid Group, Inc. [ LCID]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director X __ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
3884 PRINCE TURKI IBN ABDUL AZIZ, AL-AWAL ROAD
3. Date of Earliest Transaction (MM/DD/YY)
12/22/2022
(Street)
RIYADH, T011452
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 12/22/2022 P 85,712,679( 1 ) A $ 10.6752( 2 ) 1,100,965,202 I( 3 ) By Ayar Third Investment Company
Class A Common Stock 8,041,393 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
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
PUBLIC INVESTMENT FUND
3884 PRINCE TURKI IBN ABDUL AZIZ
AL-AWAL ROAD
RIYADH, T011452
X X
Ayar Third Investment Co
C/O THE PUBLIC INVESTMENT FUND
P.O. BOX 6847
RIYADH, T011452
X X
Signatures
The Public Investment Fund, /s/ H.E. Yasir O. Al Rumayyan, Governor 12/27/2022
Signature of Reporting Person Date
Ayar Third Investment Company, /s/ H.E. Yasir O. Al Rumayyan, Manager 12/27/2022
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Purchased pursuant to the Subscription Agreement, dated November 8, 2022 between the Issuer and Ayar Third Investment Company ("Ayar") related to the equity distribution agreement, dated November 8, 2022 (the "Equity Distribution Agreement"), by and among the Issuer, on the one hand, and Barclays Capital Inc., BofA Securities, Inc. and Citigroup Global Markets Inc. on the other hand pursuant to which the Issuer could sell up to an aggregate of $600 million of its Class A Common Stock.
( 2 )The price per share is equal to the volume-weighted average price to the public of the shares that the Issuer actually sold pursuant to the Equity Distribution Agreement during the quarter.
( 3 )Ayar is a wholly-owned subsidiary of The Public Investment Fund of Saudi Arabia ("PIF"), and as such PIF may be deemed to beneficially own the Shares held by Ayar. In addition, H.E. Yasir O. Al Rumayyan is the Governor of PIF and the sole manager of Ayar and may be deemed to beneficially own the Shares by virtue of his power to vote the Shares.

Remarks:
PIF may be deemed a director by deputization, as Turqi A. Alnowaiser, an employee of PIF, serves as a representative of Ayar on the Board of Directors of the Issuer.

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).
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