Amendment: Sr. V.P., CFO & Treasurer Glickman Todd was granted 15,075 shares and covered exercise/tax liability with 6,081 shares, increasing direct ownership by 1% to 693,491 units (SEC Form 4)
$NVTS
Semiconductors
Technology
| FORM 4 |
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 or Section 30(h) of the Investment Company Act of 1940 |
|
|||||||||||||||
| Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). | |||||||||||||||||
| Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10. | |||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
|
2. Issuer Name and Ticker or Trading Symbol
Navitas Semiconductor Corp [ NVTS ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
|
||||||||||||||||||||||||
|
3. Date of Earliest Transaction
(Month/Day/Year) 03/17/2025 | ||||||||||||||||||||||||||
|
4. If Amendment, Date of Original Filed
(Month/Day/Year) 03/21/2025 |
6. Individual or Joint/Group Filing (Check Applicable Line)
|
| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| 1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 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 | 03/17/2025(1) | A(2) | 15,075 | A | $0 | 699,572(3) | D | |||
| Class A Common Stock | 03/17/2025 | F(4) | 6,081(4) | D | $2.65(5) | 693,491(3)(6) | 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 (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 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 (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (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: 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 | ||||||||
| Explanation of Responses: |
| 1. In the initial filing of this Form 4 on 3/21/2025 (the "Initial Filing"), the Date of Earliest Transaction was incorrectly reported as 3/05/2025 due to an administrative error. The reporting person did not have any reportable transactions on 3/05/2025. |
| 2. Reflects award of fully vested restricted stock units ("RSUs"). See also note 6. |
| 3. The disposition of 8,272 shares reflected in the Initial Filing was incorrectly reported and has been reversed in the calculation of the totals shown in column 5 of Table I herein. Prior to the transactions reported herein, the reporting person beneficially owned 684,497 shares, as reported in the reporting person's Form 4 filed 2/28/2025. |
| 4. Reflects shares withheld in respect of withholding taxes due upon settlement of the RSUs reported in the preceding row. In accordance with SEC rules, shares withheld are reported herein as "dispositions" of the shares concerned. |
| 5. In accordance with SEC rules, reflects the trading price used for purposes of determining the number of shares withheld from the number of settled shares on account of withholding taxes. |
| 6. Consists of (i) 626,279 shares of common stock and (ii) 67,212 shares of common stock underlying unvested RSUs scheduled to vest through January 20, 2028, subject to the reporting person's continued employment on the applicable vesting date, or earlier upon certain events. RSU vesting results in the delivery of one share of common stock per vested RSU following the vesting date, before the sale or withholding of settled shares to cover withholding taxes incurred by the reporting person upon settlement, as applicable, and subject to the issuer's equity incentive plan and applicable policies. |
| Remarks: |
| /s/ Paul D. Delva, attorney-in-fact | 05/09/2025 | |
| ** Signature of Reporting Person | Date | |
| 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. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||