0000899243-21-013684.txt : 20210326 0000899243-21-013684.hdr.sgml : 20210326 20210326162243 ACCESSION NUMBER: 0000899243-21-013684 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20210324 FILED AS OF DATE: 20210326 DATE AS OF CHANGE: 20210326 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: CUNEO F PETER CENTRAL INDEX KEY: 0001221901 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39159 FILM NUMBER: 21777706 MAIL ADDRESS: STREET 1: 10 EAST 40TH ST CITY: NEW YORK STATE: NY ZIP: 10016 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: CIIG Management LLC CENTRAL INDEX KEY: 0001789763 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39159 FILM NUMBER: 21777707 BUSINESS ADDRESS: STREET 1: 40 WEST 57TH STREET FLOOR 29 CITY: NEW YORK STATE: NY ZIP: 10019 BUSINESS PHONE: 9176471076 MAIL ADDRESS: STREET 1: 40 WEST 57TH STREET FLOOR 29 CITY: NEW YORK STATE: NY ZIP: 10019 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Minnick Michael CENTRAL INDEX KEY: 0001794271 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39159 FILM NUMBER: 21777704 MAIL ADDRESS: STREET 1: 40 WEST 57TH STREET FLOOR 29 CITY: NEW YORK STATE: NY ZIP: 10019 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Cuneo Gavin CENTRAL INDEX KEY: 0001793980 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39159 FILM NUMBER: 21777705 MAIL ADDRESS: STREET 1: 40 WEST 57TH STREET FLOOR 29 CITY: NEW YORK STATE: NY ZIP: 10019 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Arrival Vault US, Inc. CENTRAL INDEX KEY: 0001789760 STANDARD INDUSTRIAL CLASSIFICATION: BLANK CHECKS [6770] IRS NUMBER: 843142564 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 40 WEST 57TH STREET FLOOR 29 CITY: NEW YORK STATE: NY ZIP: 10019 BUSINESS PHONE: 9176471076 MAIL ADDRESS: STREET 1: 40 WEST 57TH STREET FLOOR 29 CITY: NEW YORK STATE: NY ZIP: 10019 FORMER COMPANY: FORMER CONFORMED NAME: CIIG Merger Corp. DATE OF NAME CHANGE: 20190930 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2021-03-24 1 0001789760 Arrival Vault US, Inc. CIIC 0001789763 CIIG Management LLC C/O ARRIVAL VAULT US, INC. 40 WEST 57TH STREET, 29TH FLOOR NEW YORK NY 10019 0 0 1 0 0001221901 CUNEO F PETER C/O ARRIVAL VAULT US, INC. 40 WEST 57TH STREET, 29TH FLOOR NEW YORK NY 10019 0 0 1 0 0001793980 Cuneo Gavin C/O ARRIVAL VAULT US, INC. 40 WEST 57TH STREET, 29TH FLOOR NEW YORK NY 10019 0 0 1 0 0001794271 Minnick Michael C/O ARRIVAL VAULT US, INC. 40 WEST 57TH STREET, 29TH FLOOR NEW YORK NY 10019 0 0 1 0 Class A Common Stock 2021-03-24 4 C 0 5821875 A 5821875 D Class A Common Stock 2021-03-24 4 J 0 5821875 D 0 D Class B Common Stock 2021-03-24 4 C 0 5821875 D Class A Common Stock 5821875 0 D Warrants 2021-03-24 4 J 0 5979167 D Class A Common Stock 5979167 0 D Represents shares of Class B common stock held by CIIG Management LLC that converted into shares of Class A Common Stock of Arrival Vault US, Inc. (f/k/a CIIG Merger Corp.) (the "Issuer") in connection with the business combination between the Issuer, Arrival Luxembourg SARL (f/k/a Arrival S.a r.l.), Arrival (f/k/a Arrival Group) and ARSNL Merger Sub Inc. (the "Business Combination") and were disposed of pursuant to that agreement in exchange for ordinary shares of Arrival (f/k/a Arrival Group), a joint stock company governed by the laws of the Duchy of Luxembourg ("Arrival"). The holder of record of these shares is CIIG Management LLC. F. Peter Cuneo, Gavin Cuneo and Michael Minnick are managing members of the CIIG Management LLC. As such, they may be deemed to have or share voting and dispositive power of the shares. The shares of Class B common stock are convertible for shares of the Issuer's Class A common stock as described under the heading "Description of Securities" in the Issuer's registration statement on Form S-1 (File No. 333-235158) (the "Registration Statement"). The warrants will become exercisable 30 days after the completion of the Business Combination. The warrants will expire five years after the completion of the Business Combination or earlier upon redemption or liquidation. Upon conversion into warrants of Arrival in connection with the Business Combination, each whole warrant will entitle the holder thereof to purchase one ordinary share of Arrival at a price of $11.50 per share (subject to adjustment). Represents private placement warrants purchased in connection with the Issuer's initial public offering which converted into the same number of warrants of Arrival in connection with the Business Combination. /s/ Gavin Cuneo, authorized signatory for CIIG Management LLC 2021-03-26 /s/ Gavin Cuneo 2021-03-26 /s/ F. Peter Cuneo 2021-03-26 /s/ Michael Minnick 2021-03-26