Director Abrams Stacey Y. was granted 2,142 shares, increasing direct ownership by 35% to 8,266 units (SEC Form 4)
$HLGN
Electric Utilities: Central
Utilities
| 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
Heliogen, Inc. [ HLGN ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 08/01/2024 | ||||||||||||||||||||||||||
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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 | 08/01/2024 | A | 2,142(1) | A | $0 | 8,266(2)(3) | D | |||
| Common Stock | 428(2) | I | By Brockington Hall, LLC(4) | |||||||
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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 | ||||||||
| Explanation of Responses: |
| 1. Consists of 2,142 restricted stock units ("RSUs") granted to the Reporting Person under the 2021 Equity Incentive Plan (the "Plan"), pursuant to the Amended and Restated Non-Employee Director Compensation Policy of the Issuer, vesting on the earlier of (i) August 1, 2025 and (ii) the day before the Issuer's next annual meeting of shareholders after the grant date, in each case, subject to the Reporting Person's continuous service as defined in the Plan through the vesting date. The RSUs are payable in an equivalent number of shares of common stock of the Issuer. |
| 2. On August 31, 2023, the Issuer effected a 1-for-35 reverse stock split (the "Reverse Stock Split") of its outstanding shares of Common Stock. The numbers of shares of Common Stock reported on this Form 4 have been adjusted to reflect the Reverse Split unless otherwise noted. |
| 3. Also includes 1,154 RSUs granted to the Reporting Person under the Plan vesting in three equal annual installments such that the RSUs are fully vested on December 31, 2024, subject to the Reporting Person's continuous service as defined in the Plan through each vesting date. The RSUs are payable in an equivalent number of shares of common stock of the Issuer. |
| 4. Shares are held by Brockington Hall, LLC ("Brockington"). The Reporting Person has voting and/or investment control over the securities held by Brockington and may be deemed to beneficially own the securities owned by Brockington. |
| /s/ Deborah Chen, Attorney-in-Fact | 08/05/2024 | |
| ** 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. | ||