| 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
Microvast Holdings, Inc. [ MVST ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 05/28/2024 | ||||||||||||||||||||||||||
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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 | ||||||
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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 | ||||||||
| Convertible Loan(1) | $0.5 | 05/28/2024 | A | $12,000,000 | 05/28/2024 | 11/28/2025 | Common Stock | 24,000,000 | $0 | 24,000,000 | D | ||||
| Warrants (Right to Buy)(2) | $2 | 05/28/2024 | A | 5,500,000 | 05/28/2024 | 05/28/2029 | Common Stock | 5,500,000 | $0 | 5,500,000 | D | ||||
| Convertible Loan(1) | $0.5 | 07/23/2024 | A | $13,000,000 | 07/23/2024 | 11/28/2025 | Common Stock | 26,000,000 | $0 | 50,000,000 | D | ||||
| Explanation of Responses: |
| 1. Pursuant to the Loan and Security Agreement, dated as of May 28, 2024, by and among the Issuer, Microvast, Inc., each direct or indirect subsidiary of the Issuer that is or may, from time to time, become a party thereto, the Reporting Person and Acquiom Agency Services LLC (the "Loan Agreement"), the Reporting Person made available to the Issuer an initial term loan in the amount of $12,000,000 and a delayed draw term loan in the amount of $13,000,000. Pursuant to the Loan Agreement, the Reporting Person has the right to convert the outstanding principal balance of the loans issued thereunder, in whole or in part, in increments of $100,000 into shares of common stock, par value $0.0001 per share, of the Issuer ("Common Stock") at an initial conversion rate equal to two shares of Common Stock per $1.00 of principal to be converted. |
| 2. In connection with its entry into the Loan Agreement, the Issuer issued to the Reporting Person a warrant to purchase shares of Common Stock that was immediately exercisable, in whole or in part, in increments of 100,000 shares of Common Stock. |
| /s/ Yang Wu | 11/21/2024 | |
| ** 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. | ||