| 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). | ||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
|
2. Issuer Name and Ticker or Trading Symbol
SVF Investment Corp. 2 [ SVFB ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
|
||||||||||||||||||||||||
|
3. Date of Earliest Transaction
(Month/Day/Year) 03/24/2023 | ||||||||||||||||||||||||||
|
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
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 Ordinary Shares (held by Navneet Govil) | 03/24/2023 | D(1) | 62,500 | D | $10.2227 | 0 | D | |||
| Class A Ordinary Shares (held by SVF Sponsor II (DE) LLC) | 03/24/2023 | D(1) | 760,000 | D | $0.00 | 0 | 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 | ||||||||
| Class B Ordinary Shares (held by SVF Sponsor II (DE) LLC) | (2) | 03/24/2023 | D | 5,599,999 | (2) | (2) | Class A Ordinary Shares | 5,599,999 | $0.00 | 1 | D | ||||
| Class B Ordinary Shares (held by Sunil Gulati) | (2) | 03/24/2023 | D | 50,000 | (2) | (2) | Class A Ordinary Shares | 50,000 | $0.00 | 0 | D | ||||
| Class B Ordinary Shares (held by Fred P Hochberg) | (2) | 03/24/2023 | D | 50,000 | (2) | (2) | Class A Ordinary Shares | 50,000 | $0.00 | 0 | D | ||||
| Class B Ordinary Shares (held by Robin Josephs) | (2) | 03/24/2023 | D | 50,000 | (2) | (2) | Class A Ordinary Shares | 50,000 | $0.00 | 0 | D | ||||
1. Name and Address of Reporting Person*
(Street)
| ||||||||||||
1. Name and Address of Reporting Person*
(Street)
| ||||||||||||
1. Name and Address of Reporting Person*
(Street)
| ||||||||||||
1. Name and Address of Reporting Person*
(Street)
| ||||||||||||
1. Name and Address of Reporting Person*
(Street)
|
| Explanation of Responses: |
| 1. The reported securities were redeemed by the Issuer pursuant to a redemption of all Class A ordinary shares in connection with the Issuer's liquidation. |
| 2. As described in the Issuer's registration statement on Form S-1 (File No. 333-252785) under the heading "Founder Shares", the founder shares are designated as Class B ordinary shares and would have automatically converted into Class A ordinary shares upon the consummation of an initial business combination. The Issuer's sponsor and each member of the management team entered into an agreement pursuant to which they agreed to waive their rights to liquidating distributions from the trust account with respect to any founder shares they hold in the event the Issuer failed to consummate an initial business combination within the time period required by its Amended and Restated Memorandum and Articles of Association. On March 7, 2023, the Issuer announced that it will not consummate an initial business combination within the time period required. Accordingly, the Class B ordinary shares held by the reporting persons were surrendered for no compensation on March 24, 2023. |
| Remarks: |
| After giving effect to the Issuer's delisting and deregistration, the Reporting Persons will no longer be subject to Section 16 reporting obligations. |
| SVF Sponsor II (DE) LLC: By: Jonathan Duckles | 03/27/2023 | |
| /s/ Navneet Govil | 03/27/2023 | |
| /s/ Sunil Gulati | 03/27/2023 | |
| /s/ Fred P Hochberg | 03/27/2023 | |
| /s/ Robin Josephs | 03/27/2023 | |
| ** 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. | ||