SEC Form SC 13D/A filed by Volta Inc. (Amendment)

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

Schedule 13D

 

Under the Securities Exchange Act of 1934

(Amendment No. 2)*

 

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VOLTA INC.

(Name of Issuer)

 

Class A Common Stock, par value $0.0001 per share

(Title of Class of Securities)

 

92873V102

(CUSIP Number)

 

Bryan M. Quinn

c/o Goodwin Procter LLP

601 Marshall Street

Redwood City, CA 94063

(650) 752-3100

(Name, Address and Telephone Number of Person

Authorized to Receive Notices and Communications)

 

November 8, 2022

 

(Date of Event which Requires Filing of this Statement)

 

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §240.13d-1(e), §240.13d‑1(f) or §240.13d-1(g), check the following box: □

 

* 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.

 

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

 

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SCHEDULE 13D

CUSIP No. 92873V102

 

This Amendment No. 2, dated November 15, 2022 (this “Amendment No. 2”), supplements and amends the Schedule 13D filed by Christopher Wendel (the “Reporting Person”) with the Securities and Exchange Commission on September 16, 2021 (as amended by Amendment No. 1, dated April 19, 2022, and together with this Amendment No. 2, the “Schedule 13D”) relating to shares of Class A common stock, $0.0001 par value per share (the “Common Stock”), of Volta Inc., a Delaware corporation (the “Company”). Capitalized terms used in this Amendment No. 2 and not otherwise defined herein shall have the same meanings ascribed to them in the Schedule 13D.

 

As set forth below, as a result of the transactions described herein, on November 8, 2022, the Reporting Person ceased to be the beneficial owner of more than five percent of the outstanding Common Stock. The filing of this Amendment No. 2 represents the final amendment to the Schedule 13D and constitutes an exit filing for the Reporting Person.

 

 

Item 4(a) of the Schedule 13D is supplemented by the following:

On the below referenced dates, the Reporting Person sold an aggregate of 2,852,149 shares of Common Stock in market transactions as set forth below:

Items 5(a)-(c) and (e) of the Schedule 13D are supplemented by the following:

 

(a) - (b) The Reporting Person has beneficial ownership of 8,150,487 shares of the Common Stock. The percentage of beneficial ownership is approximately 4.8% of the outstanding shares of the Common Stock. The percentage of the Common Stock is based on 168,988,563 shares of Common Stock outstanding as of September 23, 2022, as reported by the Company in a prospectus supplement filed on September 26, 2022.

 

(c) Except as set forth on Item 4(a) above, there have been no transactions with respect to the Shares during the sixty days prior to the date hereof by the Reporting Person.

 

(e) As a result of the transactions described herein, on November 8, 2022, each of the Reporting Persons ceased to be the beneficial owner of more than five percent of the Shares. The filing of this Amendment No. 2 represents the final amendment to the Schedule 13D and constitutes an exit filing for the Reporting Persons.

 

SIGNATURE

 

After reasonable inquiry and to the best of my knowledge and belief, I hereby certify that the information set forth in this statement is true, complete and correct.

 

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