Sec Form 4 Filing - Wunderlich Gary Kent JR @ Navitas Semiconductor Corp - 2023-06-08

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
Wunderlich Gary Kent JR
2. Issuer Name and Ticker or Trading Symbol
Navitas Semiconductor Corp [ NVTS]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
40 S. MAIN STREET, #2550
3. Date of Earliest Transaction (MM/DD/YY)
06/08/2023
(Street)
MEMPHIS, TN38103
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 06/08/2023 A 15,021 ( 1 ) A $ 0 194,523 ( 2 ) D
Class A Common Stock 4,631,000 I Live Oak Sponsor Partners II, LLC ( 3 )
Class A Common Stock 24,935 I Live Oak Merchant Partners LLC ( 4 )
Class A Common Stock 2,610 I Trust A ( 5 )
Class A Common Stock 2,610 I Trust B ( 5 )
Class A Common Stock 2,610 I Trust C ( 5 )
Class A Common Stock 2,610 I Trust D ( 5 )
Class A Common Stock 69,984 I Individual retirement account
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
Wunderlich Gary Kent JR
40 S. MAIN STREET, #2550
MEMPHIS, TN38103
X
Signatures
/s/ Gary K. Wunderlich, Jr. 06/12/2023
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Reflects shares underlying restricted stock units ("RSUs") granted under the issuer's non-employee director compensation program and the Navitas Semiconductor Corporation 2021 Equity Incentive Plan (the "Plan"). Each RSU represents the reporting person's right to receive one share of Class A Common Stock of the issuer following the vesting date in accordance with the Plan and subject to applicable issuer policies. The RSUs will vest in full immediately before the issuer's 2024 annual stockholders' meeting , subject to the reporting person's continued service as a director at that time, and provided such meeting is within 30 days of the first anniversary of the 2023 annual stockholders' meeting (otherwise the RSUs will vest one year after the grant date).
( 2 )Includes 21,705 RSUs subject to vesting on November 10, 2023.
( 3 )The reporting person is a managing member of Live Oak Sponsor Partners II, LLC. The reporting person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.
( 4 )The reporting person is a managing member of Live Oak Merchant Partners LLC. The reporting person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.
( 5 )In separate trusts for the benefit of the reporting person's immediate family members.

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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