Chief Executive Officer Bradley Nathaniel T acquired $12,755,940 worth of shares (6,222,410 units at $2.05), was granted 600,000 shares and disposed of $73,800,182 worth of shares (36,000,089 units at $2.05) (SEC Form 4)
$WISA
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 |
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| 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)
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2. Issuer Name and Ticker or Trading Symbol
WISA TECHNOLOGIES, INC. [ WISA ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 12/31/2024 | ||||||||||||||||||||||||||
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4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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| 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 | ||||||
| Common Stock | 12/31/2024 | J(1) | 36,000,089 | D | $2.05 | 3,999,911(2) | I | By Data Vault Holdings Inc. | ||
| Common Stock | 12/31/2024 | J(1) | 3,446,456 | A | $2.05 | 3,446,456 | D | |||
| Common Stock | 12/31/2024 | J(1) | 2,775,954 | A | $2.05 | 2,775,954(3) | I | By Spouse | ||
| Common Stock(4) | 12/31/2024 | A | 600,000 | A | $2.05 | 600,000 | D | |||
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 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 | ||||||||
1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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| Explanation of Responses: |
| 1. Represents shares of common stock, par value $0.0001 per share, of the issuer (the "Common Stock") distributed by Data Vault Holdings Inc. ("Data Vault") to certain shareholders of Data Vault's on a pro rata basis in connection with a stock dividend. |
| 2. This Form 4 is jointly filed by Nathaniel Bradley ("Mr. Bradley") and Data Vault. The shares Common Stock are beneficially owned both directly and indirectly, as outlined above and more fully described below, by Mr. Bradley. Mr. Bradley, as an officer and member of the board of directors of Data Vault, has the power to dispose of and the power to vote the shares of Common Stock beneficially owned by Data Vault. Mr. Bradley disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of such securities for purposes of Section 16 of the Securities Exchange Act of 1934 (the "Exchange Act") or for any other purposes. |
| 3. Mr. Bradley disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of such securities for purposes of Section 16 of the Exchange Act or for any other purposes. |
| 4. Issuable upon the vesting of restricted stock units ("RSU"), each of which represents the right to receive one share of Common Stock, subject to the vesting terms of such RSU. The RSUs were received as compensation for Mr. Bradley's service as an officer of the issuer. The RSUs are scheduled to vest in equal installments with the initial 50,000 of such shares vesting on June 20, 2025, and thereafter, on each September 20th, December 20th, March 20th and June 20th, so long as Mr. Bradley remains in the service of the issuer on each such date. |
| Remarks: |
| See Exhibit 99.1 to this Form 4 for the joint filing agreement by and among each of the Reporting Persons, which joint filing agreement is incorporated herein by reference. |
| /s/ Nathaniel Bradley | 01/13/2025 | |
| Data Vault Holdings Inc. By: /s/ Nathaniel Bradley Name: Nathaniel Bradley Title: Chief Executive Officer | 01/13/2025 | |
| ** 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. | ||