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Sec Form 4 Filing - Park West Asset Management LLC @ Rodgers Silicon Valley Acquisition Corp - 2020-12-04

  1. About Form 4 Filing: Every director, officer or owner of more than ten percent of a class of equity securities registered under Section 12 of the '34 Act must file with the U.S. Securities and Exchange Commission (SEC) a statement of ownership regarding such security. The initial filing is on Form 3 and changes are reported on Form 4. The Annual Statement of beneficial ownership of securities is on Form 5. The forms contain information on the reporting person's relationship to the company and on purchases and sales of such equity securities.
  2. Form 4 is stored in SEC's EDGAR database. EDGAR is Electronic Data Gathering, Analysis and Retrieval System. It is a registered trademark of the SEC.

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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 *
Park West Asset Management LLC
2. Issuer Name and Ticker or Trading Symbol
Rodgers Silicon Valley Acquisition Corp [ RSVAU]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director X __ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last)
(First)
(Middle)
900 LARKSPUR LANDING CIRCLE, SUITE 165
3. Date of Earliest Transaction (MM/DD/YY)
12/04/2020
(Street)
LARKSPUR, CA94939
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, par value $0.0001 ( 1 ) 12/04/2020 P 705,911 A 3,705,911 I See Footnote ( 3 )
Common stock, par value $0.0001 ( 1 ) 12/08/2020 P 127,402 A 3,833,313 I See Footnote ( 3 )
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
Warrant ( 1 ) $ 11.5 12/04/2020 P 352,955 ( 5 ) ( 6 ) Common stock, par value $0.0001 352,955 ( 2 ) 1,852,955 I See Footnote ( 3 )
Warrant ( 1 ) $ 11.5 12/08/2020 P 63,701 ( 5 ) ( 6 ) Common stock, par value $0.0001 63,701 ( 4 ) 1,916,656 I See Footnote ( 3 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Park West Asset Management LLC
900 LARKSPUR LANDING CIRCLE, SUITE 165
LARKSPUR, CA94939
X
Signatures
/s/ Grace Jimenez, Chief Financial Officer of Park West Asset Management LLC 12/08/2020
** Signature of Reporting Person Date
Explanation of Responses:
( 1 )The securities reported herein are held as units ("Units"), with each Unit consisting of one share of common stock, par value $0.0001 per share ("Common Stock"), of Rodgers Silicon Valley Acquisition Corp. (the "Company") and one-half of one warrant to purchase one share of Common Stock at an exercise price of $11.50 per share (the "Warrants").
( 2 )The Units were purchased for $10.92 per Unit. This price is a weighted average price. These Units were bought in multiple transactions ranging from $10.75 to $11.00 per Unit, inclusive. Park West Asset Management LLC (the "Reporting Person") undertakes to provide to the Company, any security holder of the Company, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of Units purchased at each separate price within the ranges set forth herein.
( 3 )The Reporting Person is the investment manager to Park West Investors Master Fund, Limited, a Cayman Islands exempted company ("PWIMF"), and Park West Partners International, Limited, a Cayman Islands exempted company ("PWPI"). Peter S. Park ("Mr. Park") is the sole member and manager of the Reporting Person. On December 8, 2020, the date of the latest transaction reported in this statement, PWIMF held 3,487,496 Units and PWPI held 345,817 Units. The Reporting Person's and Mr. Park's beneficial ownership is limited to their pecuniary interest, if any, in such securities.
( 4 )The Units were purchased for $11.44 per Unit. This price is a weighted average price. These Units were bought in multiple transactions ranging from $11.21 to $12.30 per Unit, inclusive. The Reporting Person undertakes to provide to the Company, any security holder of the Company, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of Units purchased at each separate price within the ranges set forth herein.
( 5 )The Warrants will become exercisable at any time commencing on the later of (a) 12 months from the closing of the offering or (b) 30 days after the completion of the Company's initial business combination.
( 6 )The Warrants will expire five years after the completion of the Company's initial business combination, at 5:00 p.m., New York City time, or earlier upon redemption or liquidation.

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.
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