Sec Form 4 Filing - BRANNON KELYN @ Astra Space, Inc. - 2021-09-20

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
BRANNON KELYN
2. Issuer Name and Ticker or Trading Symbol
Astra Space, Inc. [ ASTR]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Chief Financial Officer
(Last) (First) (Middle)
C/O ASTRA SPACE, INC., 1900 SKYHAWK STREET
3. Date of Earliest Transaction (MM/DD/YY)
09/20/2021
(Street)
ALAMEDA, CA94501
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 09/20/2021 A 1,387,527 ( 1 ) A $ 0 ( 2 ) 1,387,527 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) $ 9.04 09/20/2021 A 1,244,345 ( 3 ) 09/20/2031 Class A Common Stock 1,244,345 $ 0 1,244,345 D
Employee stock option (right to buy) $ 9.04 09/20/2021 A 650,809 ( 4 ) 09/20/2031 Class A Common Stock 650,809 $ 0 1,895,154 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
BRANNON KELYN
C/O ASTRA SPACE, INC.
1900 SKYHAWK STREET
ALAMEDA, CA94501
Chief Financial Officer
Signatures
/s/ Kelyn Brannon 09/22/2021
Signature of Reporting Person Date
Explanation of Responses:
( 1 )On the transaction date, the reporting person received a grant of restricted stock units ("RSUs") under the Astra Space, Inc. 2021 Omnibus Incentive Plan (the "Plan"). The RSUs granted to the reporting person vest as follows: 25% of the grant vesting on February 15, 2022, and then in substantially equal quarterly installments beginning on May 15, 2022, through and including February 15, 2025.
( 2 )Each RSU is equivalent in value to one share of Class A common stock, par value $0.0001 per share of Astra Space, Inc. (the "Company").
( 3 )On the transaction date, the reporting person received a grant of time-based stock options (the "Time-Based Options") under the Plan. The Time-Based Options granted to the reporting person vest as follows: 25% of the grant vesting on February 15, 2022, and then in substantially equal quarterly installments beginning on May 15, 2022, through and including February 15, 2025.
( 4 )On the transaction date, the reporting person received a grant of a stock option under the Plan that vests pursuant to certain milestones set forth in the applicable award agreement, which form is filed as an exhibit to the Company's Current Report on Form 8-K filed on the date hereof.

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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