0000899243-21-035270.txt : 20210907 0000899243-21-035270.hdr.sgml : 20210907 20210907180140 ACCESSION NUMBER: 0000899243-21-035270 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 6 CONFORMED PERIOD OF REPORT: 20210825 FILED AS OF DATE: 20210907 DATE AS OF CHANGE: 20210907 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Beck Kerryn CENTRAL INDEX KEY: 0001880895 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39560 FILM NUMBER: 211240277 MAIL ADDRESS: STREET 1: C/O ROCKET LAB USA, INC. STREET 2: 3881 MCGOWEN STREET CITY: LONG BEACH STATE: CA ZIP: 90808 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Butler Warren CENTRAL INDEX KEY: 0001880893 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39560 FILM NUMBER: 211240276 MAIL ADDRESS: STREET 1: C/O ROCKET LAB USA, INC. STREET 2: 3881 MCGOWEN STREET CITY: LONG BEACH STATE: CA ZIP: 90808 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Peek Street Equatorial Trustee Ltd CENTRAL INDEX KEY: 0001881857 STATE OF INCORPORATION: CA FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39560 FILM NUMBER: 211240274 BUSINESS ADDRESS: STREET 1: 123 CELTIC CRESCENT STREET 2: ELLERSLIE CITY: AUCKLAND STATE: Q2 ZIP: 1051 BUSINESS PHONE: 64212554643 MAIL ADDRESS: STREET 1: 123 CELTIC CRESCENT STREET 2: ELLERSLIE CITY: AUCKLAND STATE: Q2 ZIP: 1051 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Equatorial Trust CENTRAL INDEX KEY: 0001881791 STATE OF INCORPORATION: CA FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39560 FILM NUMBER: 211240275 BUSINESS ADDRESS: STREET 1: 123 CELTIC CRESCENT STREET 2: ELLERSLIE CITY: AUCKLAND STATE: Q2 ZIP: 1051 BUSINESS PHONE: 64212554643 MAIL ADDRESS: STREET 1: 123 CELTIC CRESCENT STREET 2: ELLERSLIE CITY: AUCKLAND STATE: Q2 ZIP: 1051 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Beck Peter CENTRAL INDEX KEY: 0001881842 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39560 FILM NUMBER: 211240278 MAIL ADDRESS: STREET 1: C/O ROCKET LAB USA, INC. STREET 2: 3881 CITY: LONG BEACH STATE: CA ZIP: 90808 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Rocket Lab USA, Inc. CENTRAL INDEX KEY: 0001819994 STANDARD INDUSTRIAL CLASSIFICATION: GUIDED MISSILES & SPACE VEHICLES & PARTS [3760] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 3881 MCGOWEN STREET CITY: LONG BEACH STATE: CA ZIP: 90808 BUSINESS PHONE: 714-465-5737 MAIL ADDRESS: STREET 1: 3881 MCGOWEN STREET CITY: LONG BEACH STATE: CA ZIP: 90808 FORMER COMPANY: FORMER CONFORMED NAME: Vector Acquisition Corp DATE OF NAME CHANGE: 20200803 3 1 doc3.xml FORM 3 SUBMISSION X0206 3 2021-08-25 0 0001819994 Rocket Lab USA, Inc. RKLB 0001881842 Beck Peter C/O ROCKET LAB USA, INC. 3881 MCGOWEN STREET LONG BEACH CA 90808 1 1 1 0 President, CEO and Chairman 0001880895 Beck Kerryn C/O ROCKET LAB USA, INC. 3881 MCGOWEN STREET LONG BEACH CA 90808 0 0 1 0 0001880893 Butler Warren C/O ROCKET LAB USA, INC. 3881 MCGOWEN STREET LONG BEACH CA 90808 0 0 1 0 0001881791 Equatorial Trust C/O ROCKET LAB USA, INC. 3881 MCGOWEN STREET LONG BEACH CA 90808 0 0 1 0 0001881857 Peek Street Equatorial Trustee Ltd C/O ROCKET LAB USA, INC. 3881 MCGOWEN STREET LONG BEACH CA 90808 0 0 1 0 Common Stock 54551250 I By Equatorial Trust Earnout Rights (common stock) Common Stock 4408241 I By Equatorial Trust Held directly by Equatorial Trust (the "Trust"), a family trust settled by Peter Beck and Kerryn Beck. Peek Street Equatorial Trustee Limited (the "Trustee") is the trustee of the Trust and each of Peter Beck, Kerryn Beck and Warren Butler serve as a director of the Trustee with shared voting and investment control of the shares and, as a result, the Trustee and each such individual is deemed to be an indirect beneficial owner of the reported securities. Each reporting owner disclaims his, her or its beneficial ownership of the reported securities except to the extent of his, her or its pecuniary interest. Each earnout right represents a contingent right (based on the reporting owners' ownership of common stock) to receive one share of the issuer's common stock. The earnout rights vest upon the issuer's common stock achieving a closing price per share equal to or greater than $20.00 for a period of at least 20 trading days out of 30 consecutive trading days during the period commencing on the 90th day following August 25, 2021 and ending on the 180th day following August 25, 2021. If the target closing stock price is not achieved during such period, the earnout rights will be forfeited. Exhibit 24.1 - Power of Attorney Exhibit 24.2 - Power of Attorney Exhibit 24.3 - Power of Attorney Exhibit 24.4 - Power of Attorney Exhibit 24.5 - Power of Attorney /s/ Robert M.P. Hurwitz, as Attorney-in-Fact for Peter Beck 2021-09-07 /s/ Robert M.P. Hurwitz, as Attorney-in-Fact for Kerryn Beck 2021-09-07 /s/ Robert M.P. Hurwitz, as Attorney-in-Fact for Warren Butler 2021-09-07 /s/ Robert M.P. Hurwitz, as Attorney-in-Fact for Equatorial Trust 2021-09-07 /s/ Robert M.P. Hurwitz, as Attorney-in-Fact for Peek Street Equatorial Trustee Limited 2021-09-07 EX-24.1 2 attachment1.htm EX-24.1 DOCUMENT 
                                                                    Exhibit 24.1
                            LIMITED POWER OF ATTORNEY
                                      FOR
                              ROCKET LAB USA, INC.
                             SECTION 16(a) FILINGS

      Know all by these presents, that the undersigned hereby constitutes and
appoints each of Adam Spice and Robert M.P. Hurwitz, each signing singly, the
undersigned's true and lawful attorney-in-fact to:

      (1)  execute for and on behalf of the undersigned, in the undersigned's
           capacity as an officer, director and/or stockholder of Rocket Lab
           USA, Inc. (the "Company"), Forms ID, 3, 4, and 5 and amendments
           thereto in accordance with Section 16(a) of the Securities Exchange
           Act of 1934, as amended (the "Exchange Act"), and the rules
           thereunder;

      (2)  do and perform any and all acts for and on behalf of the undersigned
           which may be necessary or desirable to complete and execute any such
           Form ID, 3, 4, or 5 or amendment thereto and timely file such form
           with the United States Securities and Exchange Commission (the "SEC")
           and any stock exchange or similar authority; and

      (3)  take any other action of any type whatsoever which, in the opinion of
           such attorney-in-fact, may be necessary or desirable in connection
           with the foregoing authority, it being understood that the documents
           executed by such attorney-in-fact on behalf of the undersigned
           pursuant to this Power of Attorney shall be in such form and shall
           contain such terms and conditions as such attorney-in-fact may
           approve.

      The undersigned hereby grants to each such attorney-in-fact full power and
authority to do and perform any and every act and thing whatsoever requisite,
necessary, or proper to be done in the exercise of any of the rights and powers
herein granted, as fully to all intents and purposes as the undersigned might or
could do if personally present, with full power of substitution or revocation,
hereby ratifying and confirming all that such attorney-in-fact, or such
attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be
done by virtue of this Power of Attorney and the rights and powers herein
granted.  The undersigned acknowledges that the foregoing attorneys-in-fact, in
serving in such capacity at the request of the undersigned, are not assuming,
nor is the Company assuming, any of the undersigned's responsibilities to comply
with Section 16 of the Exchange Act.

      This Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file Forms ID, 3, 4, and 5 with respect to
the undersigned's holdings of and transactions in securities of the Company,
unless earlier revoked by the undersigned in a signed writing delivered to the
foregoing attorneys-in-fact.  This Power of Attorney shall expire as to any
individual attorney-in-fact if such attorney-in-fact ceases to be an employee of
the Company. This Power of Attorney may be filed with the SEC as a confirming
statement of the authority granted herein.


      IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to
be executed as of this 24th day of August, 2021.


                                        Signature:   /s/ Peter Beck
                                                     ---------------------------


                                        Print Name:  Peter Beck
                                                     ---------------------------
EX-24.2 3 attachment2.htm EX-24.2 DOCUMENT 
                                                                    Exhibit 24.2
                            LIMITED POWER OF ATTORNEY
                                      FOR
                              ROCKET LAB USA, INC.
                             SECTION 16(a) FILINGS

      Know all by these presents, that the undersigned hereby constitutes and
appoints each of Adam Spice and Robert M.P. Hurwitz, each signing singly, the
undersigned's true and lawful attorney-in-fact to:

      (1)  execute for and on behalf of the undersigned, in the undersigned's
           capacity as an officer, director and/or stockholder of Rocket Lab
           USA, Inc. (the "Company"), Forms ID, 3, 4, and 5 and amendments
           thereto in accordance with Section 16(a) of the Securities Exchange
           Act of 1934, as amended (the "Exchange Act"), and the rules
           thereunder;

      (2)  do and perform any and all acts for and on behalf of the undersigned
           which may be necessary or desirable to complete and execute any such
           Form ID, 3, 4, or 5 or amendment thereto and timely file such form
           with the United States Securities and Exchange Commission (the "SEC")
           and any stock exchange or similar authority; and

      (3)  take any other action of any type whatsoever which, in the opinion of
           such attorney-in-fact, may be necessary or desirable in connection
           with the foregoing authority, it being understood that the documents
           executed by such attorney-in-fact on behalf of the undersigned
           pursuant to this Power of Attorney shall be in such form and shall
           contain such terms and conditions as such attorney-in-fact may
           approve.

      The undersigned hereby grants to each such attorney-in-fact full power and
authority to do and perform any and every act and thing whatsoever requisite,
necessary, or proper to be done in the exercise of any of the rights and powers
herein granted, as fully to all intents and purposes as the undersigned might or
could do if personally present, with full power of substitution or revocation,
hereby ratifying and confirming all that such attorney-in-fact, or such
attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be
done by virtue of this Power of Attorney and the rights and powers herein
granted.  The undersigned acknowledges that the foregoing attorneys-in-fact, in
serving in such capacity at the request of the undersigned, are not assuming,
nor is the Company assuming, any of the undersigned's responsibilities to comply
with Section 16 of the Exchange Act.

      This Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file Forms ID, 3, 4, and 5 with respect to
the undersigned's holdings of and transactions in securities of the Company,
unless earlier revoked by the undersigned in a signed writing delivered to the
foregoing attorneys-in-fact.  This Power of Attorney shall expire as to any
individual attorney-in-fact if such attorney-in-fact ceases to be an employee of
the Company. This Power of Attorney may be filed with the SEC as a confirming
statement of the authority granted herein.


      IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to
be executed as of this 24th day of August, 2021.


                                        Signature:   /s/ Kerryn Beck
                                                     ---------------------------


                                        Print Name:  Kerryn Beck
                                                     ---------------------------
EX-24.3 4 attachment3.htm EX-24.3 DOCUMENT 
                                                                    Exhibit 24.3
                            LIMITED POWER OF ATTORNEY
                                      FOR
                              ROCKET LAB USA, INC.
                             SECTION 16(a) FILINGS

      Know all by these presents, that the undersigned hereby constitutes and
appoints each of Adam Spice and Robert M.P. Hurwitz, each signing singly, the
undersigned's true and lawful attorney-in-fact to:

      (1)  execute for and on behalf of the undersigned, in the undersigned's
           capacity as an officer, director and/or stockholder of Rocket Lab
           USA, Inc. (the "Company"), Forms ID, 3, 4, and 5 and amendments
           thereto in accordance with Section 16(a) of the Securities Exchange
           Act of 1934, as amended (the "Exchange Act"), and the rules
           thereunder;

      (2)  do and perform any and all acts for and on behalf of the undersigned
           which may be necessary or desirable to complete and execute any such
           Form ID, 3, 4, or 5 or amendment thereto and timely file such form
           with the United States Securities and Exchange Commission (the "SEC")
           and any stock exchange or similar authority; and

      (3)  take any other action of any type whatsoever which, in the opinion of
           such attorney-in-fact, may be necessary or desirable in connection
           with the foregoing authority, it being understood that the documents
           executed by such attorney-in-fact on behalf of the undersigned
           pursuant to this Power of Attorney shall be in such form and shall
           contain such terms and conditions as such attorney-in-fact may
           approve.

      The undersigned hereby grants to each such attorney-in-fact full power and
authority to do and perform any and every act and thing whatsoever requisite,
necessary, or proper to be done in the exercise of any of the rights and powers
herein granted, as fully to all intents and purposes as the undersigned might or
could do if personally present, with full power of substitution or revocation,
hereby ratifying and confirming all that such attorney-in-fact, or such
attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be
done by virtue of this Power of Attorney and the rights and powers herein
granted.  The undersigned acknowledges that the foregoing attorneys-in-fact, in
serving in such capacity at the request of the undersigned, are not assuming,
nor is the Company assuming, any of the undersigned's responsibilities to comply
with Section 16 of the Exchange Act.

      This Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file Forms ID, 3, 4, and 5 with respect to
the undersigned's holdings of and transactions in securities of the Company,
unless earlier revoked by the undersigned in a signed writing delivered to the
foregoing attorneys-in-fact.  This Power of Attorney shall expire as to any
individual attorney-in-fact if such attorney-in-fact ceases to be an employee of
the Company. This Power of Attorney may be filed with the SEC as a confirming
statement of the authority granted herein.


      IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to
be executed as of this 24th day of August, 2021.


                                        Signature:   /s/ Warren Butler
                                                     ---------------------------


                                        Print Name:  Warren Butler
                                                     ---------------------------
EX-24.4 5 attachment4.htm EX-24.4 DOCUMENT 
                                                                    Exhibit 24.4
                            LIMITED POWER OF ATTORNEY
                                      FOR
                              ROCKET LAB USA, INC.
                             SECTION 16(a) FILINGS

      Know all by these presents, that the undersigned hereby constitutes and
appoints each of Adam Spice and Robert M.P. Hurwitz, each signing singly, the
undersigned's true and lawful attorney-in-fact to:

      (1)  execute for and on behalf of the undersigned, in the undersigned's
           capacity as an officer, director and/or stockholder of Rocket Lab
           USA, Inc. (the "Company"), Forms ID, 3, 4, and 5 and amendments
           thereto in accordance with Section 16(a) of the Securities Exchange
           Act of 1934, as amended (the "Exchange Act"), and the rules
           thereunder;

      (2)  do and perform any and all acts for and on behalf of the undersigned
           which may be necessary or desirable to complete and execute any such
           Form ID, 3, 4, or 5 or amendment thereto and timely file such form
           with the United States Securities and Exchange Commission (the "SEC")
           and any stock exchange or similar authority; and

      (3)  take any other action of any type whatsoever which, in the opinion of
           such attorney-in-fact, may be necessary or desirable in connection
           with the foregoing authority, it being understood that the documents
           executed by such attorney-in-fact on behalf of the undersigned
           pursuant to this Power of Attorney shall be in such form and shall
           contain such terms and conditions as such attorney-in-fact may
           approve.

      The undersigned hereby grants to each such attorney-in-fact full power and
authority to do and perform any and every act and thing whatsoever requisite,
necessary, or proper to be done in the exercise of any of the rights and powers
herein granted, as fully to all intents and purposes as the undersigned might or
could do if personally present, with full power of substitution or revocation,
hereby ratifying and confirming all that such attorney-in-fact, or such
attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be
done by virtue of this Power of Attorney and the rights and powers herein
granted.  The undersigned acknowledges that the foregoing attorneys-in-fact, in
serving in such capacity at the request of the undersigned, are not assuming,
nor is the Company assuming, any of the undersigned's responsibilities to comply
with Section 16 of the Exchange Act.

      This Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file Forms ID, 3, 4, and 5 with respect to
the undersigned's holdings of and transactions in securities of the Company,
unless earlier revoked by the undersigned in a signed writing delivered to the
foregoing attorneys-in-fact.  This Power of Attorney shall expire as to any
individual attorney-in-fact if such attorney-in-fact ceases to be an employee of
the Company. This Power of Attorney may be filed with the SEC as a confirming
statement of the authority granted herein.


      IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to
be executed as of this 24th day of August, 2021.


                         EQUATORIAL TRUST

                         By: Peek Street Equatorial Trustee Limited,its trustee


                         Signature:   /s/ Warren Butler
                                      ----------------------------------------
                         Print Name:  Warren Butler
                                      ----------------------------------------
                         Title:  Director
                                 ---------------------------------------------


                         Signature:   /s/ Peter Beck
                                      ----------------------------------------
                         Print Name:  Peter Beck
                                      ----------------------------------------
                         Title:  Director
                                 ---------------------------------------------
EX-24.5 6 attachment5.htm EX-24.5 DOCUMENT 
                                                                    Exhibit 24.5
                            LIMITED POWER OF ATTORNEY
                                      FOR
                              ROCKET LAB USA, INC.
                             SECTION 16(a) FILINGS

      Know all by these presents, that the undersigned hereby constitutes and
appoints each of Adam Spice and Robert M.P. Hurwitz, each signing singly, the
undersigned's true and lawful attorney-in-fact to:

      (1)  execute for and on behalf of the undersigned, in the undersigned's
           capacity as an officer, director and/or stockholder of Rocket Lab
           USA, Inc. (the "Company"), Forms ID, 3, 4, and 5 and amendments
           thereto in accordance with Section 16(a) of the Securities Exchange
           Act of 1934, as amended (the "Exchange Act"), and the rules
           thereunder;

      (2)  do and perform any and all acts for and on behalf of the undersigned
           which may be necessary or desirable to complete and execute any such
           Form ID, 3, 4, or 5 or amendment thereto and timely file such form
           with the United States Securities and Exchange Commission (the "SEC")
           and any stock exchange or similar authority; and

      (3)  take any other action of any type whatsoever which, in the opinion of
           such attorney-in-fact, may be necessary or desirable in connection
           with the foregoing authority, it being understood that the documents
           executed by such attorney-in-fact on behalf of the undersigned
           pursuant to this Power of Attorney shall be in such form and shall
           contain such terms and conditions as such attorney-in-fact may
           approve.

      The undersigned hereby grants to each such attorney-in-fact full power and
authority to do and perform any and every act and thing whatsoever requisite,
necessary, or proper to be done in the exercise of any of the rights and powers
herein granted, as fully to all intents and purposes as the undersigned might or
could do if personally present, with full power of substitution or revocation,
hereby ratifying and confirming all that such attorney-in-fact, or such
attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be
done by virtue of this Power of Attorney and the rights and powers herein
granted.  The undersigned acknowledges that the foregoing attorneys-in-fact, in
serving in such capacity at the request of the undersigned, are not assuming,
nor is the Company assuming, any of the undersigned's responsibilities to comply
with Section 16 of the Exchange Act.

      This Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file Forms ID, 3, 4, and 5 with respect to
the undersigned's holdings of and transactions in securities of the Company,
unless earlier revoked by the undersigned in a signed writing delivered to the
foregoing attorneys-in-fact.  This Power of Attorney shall expire as to any
individual attorney-in-fact if such attorney-in-fact ceases to be an employee of
the Company. This Power of Attorney may be filed with the SEC as a confirming
statement of the authority granted herein.


      IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to
be executed as of this 24th day of August, 2021.


                                        PEEK STREET EQUATORIAL TRUSTEE LIMITED


                                        Signature:   /s/ Warren Butler
                                                     --------------------------
                                        Print Name:  Warren Butler
                                                     --------------------------
                                        Title:  Director
                                                -------------------------------


                                        Signature:   /s/ Peter Beck
                                                     --------------------------
                                        Print Name:  Peter Beck
                                                     --------------------------
                                        Title:  Director
                                                -------------------------------