SEC Form 4

FORM 4		UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person* Miotto Neil (Last) (First) (Middle) C/O LIGHTNING EMOTORS, INC. 1731 EMBARCADERO ROAD, SUITE 200 (Street) PALO ALTO CA 94303 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol Lightning eMotors, Inc. [ ZEV ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X Director 10% Owner Officer (give title below) Other (specify below)
	3. Date of Earliest Transaction (Month/Day/Year) 05/13/2020
	4. If Amendment, Date of Original Filed (Month/Day/Year)	6. Individual or Joint/Group Filing (Check Applicable Line) X Form filed by One Reporting Person Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	05/13/2020		P		650,000	A	$10(1)	6,385,000(2)	I	By GigAcquisitions3, LLC(3)
Common Stock	06/29/2020		D		750,000	D	$0.00	5,635,000(2)	I	By GigAcquisitions3, LLC(3)
Common Stock	06/29/2021		J(4)		650,000	D	$0.00	4,985,000(2)	I	By GigAcquisitions3, LLC(3)
Common Stock	06/29/2021		J(4)		1,950	A	$0.00	1,950	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Private Warrant	$11.5	05/13/2020		P		487,500		(5)	(6)	Common Stock	487,500	$10(1)	487,500	I	By GigAcquisitions3, LLC(3)
Private Warrant	$11.5	06/29/2021		J(7)			487,500	(5)	(6)	Common Stock	0	$0	0	I	By GigAcquisitions3, LLC(3)
Private Warrant	$11.5	06/29/2021		J(7)		1,462		(5)	(6)	Common Stock	1,462	$0	1,462	D

Explanation of Responses:

1. $10.00 is the price per Private Unit, with each Private Unit consisting of (i) one share of Common Stock and (ii) three-fourths of one Private Warrant with each whole warrant exercisable at price of $11.50 per share of Common Stock.

2. Includes 5,735,000 founder shares of Common Stock previously reported in the Amended Form 3 filed by the Reporting Person on July 1, 2021, and includes 750,000 shares of Common Stock that were forfeited by GigAcqusitions3, LLC (the "Sponsor") on June 29, 2020 because the underwriters' over-allotment was not exercised. The forfeiture of 750,000 shares of Common Stock held by the Sponsor is reported by the Reporting Person on this Form 4.

3. The Common Stock and Private Warrants are held directly by the Sponsor. Mr. Miotto is a member of GigFounders, LLC, which has a financial and voting interest in the Sponsor as a member of the Sponsor and that entities this partnership to participate in any economic return of the Sponsor in accordance with terms negotiated with the other holders of financial and voting interests in the Sponsor. Accordingly, the shares of Common Stock and Private Warrants held by the Sponsor, subject to the interests of such other holders, are indirectly and beneficially owned by Mr. Miotto by virtue of his financial interest in GigFounders, LLC.

4. Distribution of Common Stock to direct and indirect members of the Sponsor.

5. The Private Warrants will become exercisable on the later of 30 days after the completion of the Company's initial business combination or 12 months from the completion of the Company's initial public offering.

6. The Private Warrants will expire on the fifth anniversary of the Company's completion of its initial business combination.

7. Distribution of Private Warrants to direct and indirect members of the Sponsor.

	Neil Miotto	07/01/2021
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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