0001209191-21-043828.txt : 20210629
0001209191-21-043828.hdr.sgml : 20210629
20210629200701
ACCESSION NUMBER: 0001209191-21-043828
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20210625
FILED AS OF DATE: 20210629
DATE AS OF CHANGE: 20210629
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Bissell John
CENTRAL INDEX KEY: 0001863704
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39378
FILM NUMBER: 211059861
MAIL ADDRESS:
STREET 1: C/O ORIGIN MATERIALS, INC.
STREET 2: 930 RIVERSIDE PKWY #10
CITY: WEST SACRAMENTO
STATE: CA
ZIP: 95605
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Origin Materials, Inc.
CENTRAL INDEX KEY: 0001802457
STANDARD INDUSTRIAL CLASSIFICATION: INDUSTRIAL ORGANIC CHEMICALS [2860]
IRS NUMBER: 000000000
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 930 RIVERSIDE PARKWAY
STREET 2: SUITE 10
CITY: WEST SACRAMENTO
STATE: CA
ZIP: 95605
BUSINESS PHONE: 916-231-9329
MAIL ADDRESS:
STREET 1: 930 RIVERSIDE PARKWAY
STREET 2: SUITE 10
CITY: WEST SACRAMENTO
STATE: CA
ZIP: 95605
FORMER COMPANY:
FORMER CONFORMED NAME: Artius Acquisition Inc.
DATE OF NAME CHANGE: 20200205
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2021-06-25
0
0001802457
Origin Materials, Inc.
ORGN
0001863704
Bissell John
C/O ORIGIN MATERIALS, INC.
930 RIVERSIDE PARKWAY, SUITE 10
WEST SACRAMENTO
CA
95605
1
1
0
0
President, Co-CEO and Director
Common Stock
2021-06-25
4
A
0
634943
A
634943
D
Stock Option (Right to Buy)
0.28
2021-06-25
4
A
0
387565
A
2016-05-25
2022-06-14
Common Stock
387565
387565
D
Stock Option (Right to Buy)
0.37
2021-06-25
4
A
0
137571
A
2019-03-25
2025-08-26
Common Stock
137571
137571
D
Stock Option (Right to Buy)
0.14
2021-06-25
4
A
0
1904826
A
2021-06-25
2030-10-27
Common Stock
1904826
1904826
D
Received pursuant to the Agreement and Plan of Merger and Reorganization, dated as of February 16, 2021, as amended, by and among Artius Acquisition Inc. ("Artius"), Zero Carbon Merger Sub Inc., a direct, wholly owned subsidiary of Artius ("Merger Sub") and Micromidas, Inc., doing business as Origin Materials ("Legacy Origin") (the "BCA"), pursuant to which Merger Sub merged with and into Legacy Origin, with Legacy Origin surviving as a wholly owned subsidiary of Artius (which subsequently changed its name to Origin Materials, Inc., the "Issuer").
The BCA provides that the former stockholders and option holders of Legacy Origin will receive additional shares of the Issuer's Common Stock if the dollar volume-weighted average price of the Issuer's Common Stock equals or exceeds $15.00, $20.00 and $25.00 for 10 consecutive trading days during the 3-year, 4-year or 5-year period, respectfully, following June 25, 2021. The reporting person's right to receive up to 683,928 additional shares pursuant to this earn-out became fixed and irrevocable on June 25, 2021, the effective date of the merger.
This Stock Option is fully vested and exercisable.
Received in exchange for a Stock Option to purchase 183,118 shares of Legacy Origin Common Stock.
Received in exchange for a Stock Option to purchase 65,000 shares of Legacy Origin Common Stock.
This Stock Option is subject to the following vesting schedule: (i) 423,294 shares subject to the Stock Option vested on June 25, 2021 (the "Vesting Commencement Date"), (ii) 529,119 shares are subject to monthly vesting for 48 months from the Vesting Commencement Date, (iii) 211,647 shares will vest upon achievement of a 10-day $15 trading price during the 3 years following the Vesting Commencement Date, (iv) 317,471 shares will vest upon achievement of a 10-day $25 trading price during the 5 years following the Vesting Commencement Date and (v) 423,295 shares will vest upon achievement of a 10-day $50 trading price during the 5 years following the Vesting Commencement Date.
Received in exchange for a Stock Option to purchase 900,000 shares of Legacy Origin Common Stock.
John Bissell, by /s/ Ron A. Metzger, Attorney-in-Fact
2021-06-29