0000899243-23-017742.txt : 20230802
0000899243-23-017742.hdr.sgml : 20230802
20230802215134
ACCESSION NUMBER: 0000899243-23-017742
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20230731
FILED AS OF DATE: 20230802
DATE AS OF CHANGE: 20230802
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: LAWRIE JOHN M
CENTRAL INDEX KEY: 0001180454
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39948
FILM NUMBER: 231137797
MAIL ADDRESS:
STREET 1: DXC TECHNOLOGY COMPANY
STREET 2: 1775 TYSONS BOULEVARD
CITY: TYSONS
STATE: VA
ZIP: 22102
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Electriq Power Holdings, Inc.
CENTRAL INDEX KEY: 0001827871
STANDARD INDUSTRIAL CLASSIFICATION: MISCELLANEOUS ELECTRICAL MACHINERY, EQUIPMENT & SUPPLIES [3690]
IRS NUMBER: 000000000
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 625 NORTH FLAGLER DRIVE, SUITE 1003
CITY: WEST PALM BEACH
STATE: FL
ZIP: 33401
BUSINESS PHONE: 833-462-2883
MAIL ADDRESS:
STREET 1: 625 NORTH FLAGLER DRIVE, SUITE 1003
CITY: WEST PALM BEACH
STATE: FL
ZIP: 33401
FORMER COMPANY:
FORMER CONFORMED NAME: TLG Acquisition One Corp.
DATE OF NAME CHANGE: 20201009
4
1
doc4.xml
FORM 4 SUBMISSION
X0508
4
2023-07-31
0
0001827871
Electriq Power Holdings, Inc.
ELIQ
0001180454
LAWRIE JOHN M
C/O ELECTRIQ POWER HOLDINGS, INC.
625 NORTH FLAGLER DRIVE, SUITE 1003
WEST PALM BEACH
FL
33401
1
0
1
0
0
Class A Common Stock
2023-07-31
4
A
0
1250000
A
1250000
I
See Footnote
Class A Common Stock
2023-07-31
4
A
0
756635
A
756635
I
See Footnote
Class A Common Stock
2023-07-31
4
P
0
1562500
10.00
A
1562500
D
Class A Common Stock
2023-07-31
4
C
0
1090217
0.00
A
1846852
I
See Footnote
Class A Common Stock
2023-07-31
4
C
0
500000
0.00
A
500000
I
See Footnote
Class F Common Stock
2023-07-31
4
J
0
3270652
0.00
D
Class A Common Stock
3270652
1090217
I
See Footnote
Class F Common Stock
2023-07-31
4
C
0
1090217
0.00
D
Class A Common Stock
1090217
0
I
See Footnote
Class F Common Stock
2023-07-31
4
C
0
500000
0.00
D
Class A Common Stock
500000
0
I
See Footnote
Warrants (right to buy)
2023-07-31
4
J
0
1000000
0.00
D
2023-08-30
2028-07-31
Class A Common Stock
1000000
1000000
I
See Footnote
On July 31, 2023, JMLElectric LLC ("JML") received 1,250,000 shares of the Issuer's Class A Common Stock ("Class A Common Stock") in connection with the completion of the Issuer's business combination (the "Business Combination") with Electriq Power, Inc. ("Electriq").
Represents securities held by JML. The reporting person is the manager of JML and has sole voting and dispositive power over the shares held by JML.
On July 31, 2023, TLG Acquisition Founder LLC (the "Sponsor") received 756,635 shares of Class A Common Stock upon the conversion of working capital loans in connection with the completion of the Business Combination.
Represents securities held by the Sponsor. The reporting person is the manager of the Sponsor and has sole voting and dispositive power over the shares held by the Sponsor.
On July 31, 2023, the reporting person purchased 500,000 shares of Class A Common Stock from the Issuer pursuant to a private placement in exchange for $5.0 million. In connection with such investment, the reporting person received 250,000 shares of the Issuer's Series A Cumulative Redeemable Preferred Stock as an incentive.
Represents securities held by TLG Fund I, LP ("TLG Fund I"). The reporting person is the manager of the general partner of TLG Fund I, who has sole voting and dispositive power over the shares held by TLG Fund I.
The reporting person disclaims beneficial ownership of all of the securities that are or may be beneficially owned by the JML, Sponsor, TLG Fund I or any of their respective affiliates except to the extent of his pecuniary interest therein. Pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), this filing shall not be deemed an admission that the reporting person is, for purposes of Section 16 of the Exchange Act or otherwise, the beneficial owner of any equity securities of the Issuer for purposes of Section 16 of the Exchange Act or otherwise.
Shares of Class F Common Stock of the Issuer ("Class F Common Stock") were convertible into shares of Class A Common Stock as described under the heading "Description of Securities-Founder Shares" in the Issuer's registration statement on Form S-1 (File No. 333-252032) and the shares of Class F Common Stock had no expiration date.
On July 31, 2023, in connection with the closing of the Issuer's business combination, the Sponsor forfeited and surrendered for no consideration 3,270,652 shares of Class F Common Stock pursuant to the terms of the Sponsor Agreement, dated November 13, 2022 (as amended on June 8, 2023), by and among the Issuer, the Sponsor, TLG Fund I, Electriq and the other parties thereto.
The Issuer consummated its initial Business Combination on July 31, 2023, whereby, among other things, the shares of Class F Common Stock converted into shares of Class A Common Stock.
On July 31, 2023, the Sponsor received 1,000,000 warrants to purchase shares of Class A Common Stock for $6.57 per share upon the conversion of $1,500,000 of working capital loans in connection with the completion of the Business Combination.
/s/ John Michael Lawrie
2023-08-02