Chamath Palihapitiya - 18 Mar 2021 Form 4 Insider Report for Virgin Galactic Holdings, Inc (SPCE)

Role
Director, 10%+ Owner
Signature
/s/ Chamath Palihapitiya
Issuer symbol
SPCE
Transactions as of
18 Mar 2021
Transactions value $
-$9
Form type
4
Filing time
20 Sep 2021, 16:03:16 UTC
Next filing
02 Jun 2021
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction SPCE Common Stock Exercise of in-the-money or at-the-money derivative security $40.2M +3.49M $11.50* 3.49M 18 Mar 2021 See footnote F1, F2
transaction SPCE Common Stock Exercise of in-the-money or at-the-money derivative security $4.46M +388K +11.11% $11.50* 3.88M 18 Mar 2021 See footnote F2, F3
transaction SPCE Common Stock Other -$40.2M -1.28M -36.67% $31.36* 2.21M 18 Mar 2021 See footnote F1, F2, F4
transaction SPCE Common Stock Other -$4.46M -142K -36.67% $31.36* 246K 18 Mar 2021 See footnote F2, F3, F4
transaction SPCE Common Stock Gift $0 -126K -100% $0.00* 0 16 Sep 2021 See footnote F2, F5
holding SPCE Common Stock 15.8M 18 Mar 2021 See footnote F2, F6

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction SPCE Warrants Exercise of in-the-money or at-the-money derivative security $0 -3.49M -100% $0.00* 0 18 Mar 2021 Common Stock 3.49M $11.50 See footnote F1, F2, F7
transaction SPCE Warrants Exercise of in-the-money or at-the-money derivative security $0 -388K -100% $0.00* 0 18 Mar 2021 Common Stock 388K $11.50 See footnote F2, F3, F7
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Represents securities held of record by The Social+Capital Partnership III, L.P. ("SC III"). The Social+Capital Partnership GP III, Ltd. ("GP III Ltd.") is the general partner of The Social+Capital Partnership GP III, L.P. ("GP III LP"), which is the general partner of SC III. The sole member of GP III Ltd. is Social Capital Holdings Inc. ("SC Holdings"). GP III Ltd. has sole voting and dispositive power with regard to the shares held by SC III. The reporting person is the Chief Executive Officer of SC Holdings and may be deemed to beneficially own the securities held by SC III by virtue of his indirect control over SC III.
F2 The reporting person disclaims beneficial ownership of the securities reported herein except to the extent of his pecuniary interest therein, if any.
F3 Represents securities held of record by The Social+Capital Partnership Principals Fund III, L.P. ("Principals III" and, collectively with SC III, GP III Ltd., the "Social Capital Entities"). GP III Ltd. is the general partner of GP III LP, which is the general partner of Principals III. The sole member of GP III Ltd. is SC Holdings. GP III Ltd. has sole voting and dispositive power with regard to the shares held by Principals III. The reporting person is the Chief Executive Officer of SC Holdings and may be deemed to beneficially own the securities held by SC III by virtue of his indirect control over SC III.
F4 Represents shares withheld in connection with the cashless exercise of warrants.
F5 Represents securities held of record by ChaChaCha 2019 Trust DTD 9/20/2019 (the "Trust"). The reporting person may be deemed to beneficially own the securities held by the Trust by virtue of his control over the Trust. Prior to the donation of the securities reported herein, the applicable shares were received by the Trust as part of pro rata distributions from the applicable Social Capital Entities exempt under Rule 16a-9 under the Securities Exchange Act of 1934, as amended.
F6 Represents securities held of record by SCH Sponsor Corp. The Reporting Person may be deemed to beneficially own shares held by SCH Sponsor Corp. by virtue of his shared control over SCH Sponsor Corp.
F7 Prior to the exercise of the warrants reported herein, the applicable warrants were received by SC III and Principals III as part of a pro rata distribution from SCH Sponsor Corp. exempt under Rule 16a-9 under the Securities Exchange Act of 1934, as amended.