Sec Form 4 Filing - Mudrick Capital Management, L.P. @ Getaround, Inc - 2023-09-08

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 Mudrick Capital Management, L.P. 2. Issuer Name and Ticker or Trading Symbol Getaround, Inc [ GETR] 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) 527 MADISON AVENUE, 6TH FLOOR 3. Date of Earliest Transaction (MM/DD/YY) 09/08/2023 (Street) NEW YORK, NY10022 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

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 Convertible Notes $ 9.21 ( 2 ) ( 3 ) 09/08/2023 J( 3 ) 19,938,731 ( 4 ) ( 4 ) Class A Common Stock 19,938,731 ( 2 ) ( 3 ) ( 5 ) 0 I See Notes ( 1 ) ( 6 ) ( 7 ) ( 8 ) Convertible Note s $ 2 ( 2 ) ( 3 ) 09/08/2023 J( 3 ) 91,817,876 ( 4 ) ( 4 ) Class A Common Stock 91,817,876 ( 2 ) ( 3 ) ( 5 ) 91,817,876 I See Notes ( 1 ) ( 6 ) ( 7 ) ( 8 )

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Mudrick Capital Management, L.P. 527 MADISON AVENUE 6TH FLOOR NEW YORK, NY10022 X Mudrick Capital Management LLC 527 MADISON AVENUE 6TH FLOOR NEW YORK, NY10022 X Mudrick Jason 527 MADISON AVENUE 6TH FLOOR NEW YORK, NY10022 X Mudrick Distressed Opportunity Fund Global, LP 527 MADISON AVENUE 6TH FLOOR NEW YORK, NY10022 X Mudrick GP, LLC 527 MADISON AVENUE 6TH FLOOR NEW YORK, NY10022 X Mudrick Distressed Opportunity Drawdown Fund II, L.P. 527 MADISON AVENUE 6TH FLOOR NEW YORK, NY10022 X Mudrick Distressed Opportunity Drawdown Fund II SC, L.P. 527 MADISON AVENUE 6TH FLOOR NEW YORK, NY10022 X Mudrick Distressed Opportunity Drawdown Fund II GP, LLC 527 MADISON AVENUE 6TH FLOOR NEW YORK, NY10022 X Mudrick Distressed Opportunity 2020 Dislocation Fund, L.P. 527 MADISON AVENUE 6TH FLOOR NEW YORK, NY10022 X Mudrick Distressed Opportunity 2020 Dislocation Fund GP, LLC 527 MADISON AVENUE 6TH FLOOR NEW YORK, NY10022 X Signatures See Exhibit 99.1** 09/12/2023 Signature of Reporting Person Date

Explanation of Responses:

( 1 )This statement is being filed by the following Reporting Persons: Mudrick Capital Management, L.P. ("MCM"), Mudrick Capital Management, LLC ("MCM GP"), Jason Mudrick, Mudrick Distressed Opportunity Fund Global, L.P. ("Global LP"), Mudrick Distressed Opportunity Drawdown Fund II, L.P. ("Drawdown II"), Mudrick Distressed Opportunity Drawdown Fund II SC, L.P. ("Drawdown II SC"), Mudrick GP, LLC ("Mudrick GP"), Mudrick Distressed Opportunity Drawdown Fund II GP, LLC ("Drawdown II GP"), Mudrick Distressed Opportunity 2020 Dislocation Fund, L.P. ("DISL"), Mudrick Distressed Opportunity 2020 Dislocation Fund GP, LLC ("DISL GP"), Mudrick Distressed Opportunity SIF Master Fund, L.P. ("SIF"), Mudrick Distressed Opportunity SIF GP, LLC ("SIF GC"), Mudrick Stressed Credit Master Fund, L.P. ("MSC"), Mudrick Stressed Credit Fund GP, LLC ("MSC GP"), Mudrick Opportunity Co-Investment Fund, LP ("Co-Invest"), Mudrick Opportunity Co-Investment Fund GP, LLC ("Co-Invest GP"). ( 2 )Subject to adjustment pursuant to the Indenture, dated as of December 8, 2022, as may be amended or supplemented (the "Convertible Notes Indenture"). ( 3 )The Subscription Agreement between MCM and the Issuer, dated as of September 8, 2023 (the "Subscription Agreement"), among other things, provides for the adjustment of the Conversion Rate (as defined in the Convertible Notes Indenture) of the convertible notes originally issued on December 8, 2022 in the aggregate principal amount of $175.0 million to $2.00 per share (the "Conversion Rate Adjustment"), subject to the approval by stockholders, a majority of which have agreed to approve pursuant to a voting and support agreement with the Issuer. The Conversion Rate will be automatically adjusted to $0.25 per share if the Issuer has not satisfied certain requirements by January 31, 2024. In the event of such automatic adjustment, the aggregate number of shares of Common Stock underlying the convertible notes outstanding as of the date hereof would be approximately 734,543,040 shares, subject to adjustment under the Convertible Notes Indenture. ( 4 )The convertible notes were immediately exercisable upon issuance and will mature on December 8, 2027, unless earlier converted, redeemed or repurchased. ( 5 )Not applicable. ( 6 )Mudrick GP is the general partner of Global LP and may be deemed to beneficially own the number of securities of the Issuer directly held by Global LP. Drawdown II GP is the general partner of Drawdown II and Drawdown II SC and may be deemed to beneficially own the securities of the Issuer directly held by Drawdown II and Drawdown II SC. DISL GP is the general partner of DISL and may be deemed to beneficially own the number of securities of the Issuer held by DISL. SIF GP is the general partner of SIF and may be deemed to beneficially own the securities of the Issuer directly held by SIF. MSC GP is the general partner of MSC and may be deemed to beneficially own the securities of the Issuer directly held by MSC. Co-Invest GP is the general partner of Co-Invest and may be deemed to beneficially own the securities of the Issuer directly held by Co-Invest. ( 7 )MCM is the investment manager to Drawdown II, Global LP, Drawdown II SC, DISL, SIF, MSC, Co-Invest and certain accounts managed by MCM. Mr. Mudrick is the sole member of Mudrick GP, Drawdown II GP, MCM GP, DISL GP, SIF GP, MSC GP and Co-Invest GP. Each of MCM, MCM GP and Mr. Mudrick may be deemed to beneficially own the securities held directly by Global LP, Drawdown II, Drawdown II SC, DISL, SIF, MSC, Co-Invest and certain accounts managed by MCM. ( 8 )The Reporting Persons disclaim any beneficial ownership of the reported securities other than to the extent of any pecuniary interest they may have therein, directly or indirectly. Pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), this filing shall not be deemed an admission that the Reporting Persons are, for purposes of Section 16 of the Exchange Act or otherwise, the beneficial owners of any equity securities of the Issuer in excess of their respective pecuniary interests.

Remarks: This Form 4 is the first of two Form 4s filed relating to the same event. The Form 4 has been split into two filings because there are more than 10 Reporting Persons in total, and the SEC's EDGAR filing system limits a single Form 4 to a maximum of 10 Reporting Persons. Each Form 4 is filed by Designated Filer, Mudrick Capital Management, L.P.

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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