SEC Form SC 13D/A filed by Nikola Corporation (Amendment)
UNITED STATES
Nikola Corporation
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Common Stock, $0.0001 par value per share
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654110105
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Kimberly Petillo-Décossard
Cahill Gordon & Reindel LLP
32 Old Slip
New York, NY 10005
(212) 701-3000
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November 23, 2021
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*
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The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information
which would alter disclosures provided in a prior cover page.
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CUSIP No. 654110105
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Schedule 13D/A
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1
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NAMES OF REPORTING PERSONS
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M&M Residual, LLC
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a)
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☐
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(b)
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☒
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS (SEE INSTRUCTIONS)
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OO
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5
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
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☐
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
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Nevada, USA
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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7
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SOLE VOTING POWER
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51,652,457
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8
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SHARED VOTING POWER
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0
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9
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SOLE DISPOSITIVE POWER
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51,652,457
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10
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SHARED DISPOSITIVE POWER
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0
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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51,652,457
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12
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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☐
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13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
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12.8%(1)
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14
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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OO
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(1) |
Calculation of the percentage of the shares of Common Stock beneficially owned assumes 404,377,685 shares of Common Stock outstanding as of November 1, 2021, based on information included in the Issuer’s Quarterly Report on Form 10-Q filed
on November 4, 2021.
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CUSIP No. 654110105
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Schedule 13D/A
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1
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NAMES OF REPORTING PERSONS
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Trevor R. Milton
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a)
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☐
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(b)
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☒
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS (SEE INSTRUCTIONS)
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OO
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5
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
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☐
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
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USA
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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7
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SOLE VOTING POWER
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51,652,457
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8
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SHARED VOTING POWER
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39,876,497 (See Item 5 of this Schedule 13D)
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9
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SOLE DISPOSITIVE POWER
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51,652,457
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10
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SHARED DISPOSITIVE POWER
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0
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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91,528,954
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12
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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☒
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(2) |
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13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
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22.6%(3)
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14
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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IN
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(2)
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Excludes 1,250,000 shares of Common Stock owned by the Reporting Person’s spouse (see Item 5 below).
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(3)
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Calculation of the percentage of the shares of Common Stock beneficially owned assumes 404,377,685 shares of Common Stock outstanding as of November 1, 2021, based on information included in the Issuer’s Quarterly
Report on Form 10-Q filed on November 4, 2021.
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CUSIP No. 654110105
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Schedule 13D/A
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Item 5. |
Interest in Securities of the Issuer.
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Date of Transaction
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Amount of Securities
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Weighted-Average Price
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Price Range
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11/19/2021
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3,296,740
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$11.97
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$11.82-12.20
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11/22/2021
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3,927,429
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$11.27
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$10.90-11.97
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11/23/2021
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3,930,178
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$10.54
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$10.23-11.15
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11/23/2021
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554,340
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$10.18
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$10.13-10.28
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Dated: November 24, 2021 | ||
M&M Residual, LLC
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By:
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/s/ Trevor R. Milton
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Name: Trevor R. Milton
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Title: Manager
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Trevor R. Milton
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/s/ Trevor R. Milton
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