0000950170-24-022507.txt : 20240228 0000950170-24-022507.hdr.sgml : 20240228 20240228201317 ACCESSION NUMBER: 0000950170-24-022507 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20240226 FILED AS OF DATE: 20240228 DATE AS OF CHANGE: 20240228 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: KEMP CHRIS CENTRAL INDEX KEY: 0001870125 ORGANIZATION NAME: FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39426 FILM NUMBER: 24698308 MAIL ADDRESS: STREET 1: 1900 SKYHAWK STREET CITY: ALAMEDA STATE: CA ZIP: 94501 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Astra Space, Inc. CENTRAL INDEX KEY: 0001814329 STANDARD INDUSTRIAL CLASSIFICATION: TRANSPORTATION SERVICES [4700] ORGANIZATION NAME: 01 Energy & Transportation IRS NUMBER: 141916687 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1900 SKYHAWK STREET CITY: ALAMEDA STATE: CA ZIP: 94501 BUSINESS PHONE: (866) 278-7217 MAIL ADDRESS: STREET 1: 1900 SKYHAWK STREET CITY: ALAMEDA STATE: CA ZIP: 94501 FORMER COMPANY: FORMER CONFORMED NAME: Holicity Inc. DATE OF NAME CHANGE: 20200608 4 1 ownership.xml 4 X0508 4 2024-02-26 0001814329 Astra Space, Inc. ASTR 0001870125 KEMP CHRIS C/O ASTRA SPACE, INC. 1900 SKYHAWK STREET ALAMEDA CA 94501 true true true false See Remarks false Senior Secured Convertible Notes due 2025 0.808 2024-02-26 4 P false 150000 150000 A 2024-02-26 2025-11-13 Class A Common Stock 185643 2739755 I By Trust The Reporting Person may, at its option, prior to maturity, convert all or any portion of the outstanding amount of Senior Secured Convertible Notes due 2025 (the "Convertible Notes"), including accrued paid in kind interest thereon, subject to certain limitations, into shares of Class A Common Stock, at an initial conversion rate of 1,237.6238 shares of Class A Common Stock per $1,000 principal amount of Convertible Notes, which is equivalent to an initial conversion price of approximately $0.808 per share of Class A Common Stock. The conversion rate is subject to adjustment in accordance with the terms of the Convertible Notes and will be subject to standard adjustments in the event of any stock split, stock dividend, stock combination, recapitalization or other similar transactions. The Convertible Notes are immediately convertible at the option of the Reporting Person subject to certain limitations, as described in Footnote (5). The Convertible Notes mature on November 15, 2025 (the "Maturity Date"), provided that the Maturity Date may be extended upon the written agreement of the Issuer and the holders of the Convertible Notes. Represents the maximum number of shares of Class A Common Stock issuable upon the voluntary conversion of the original stated amount of the Convertible Notes. The number of shares issuable upon conversion of the Convertible Notes is subject to increase in connection with the accrual of interest, which is payable in kind, and upon the occurrence of certain Fundamental Changes (as defined in the Convertible Notes). The Reporting Person's ability to convert the Convertible Notes to shares of Class A Common Stock is initially subject to certain limitations, in accordance with rules of the Nasdaq Capital Market, as well as other beneficial ownership limitations in accordance with the terms of the Convertible Notes. The Reporting Person may receive 78,864 shares of Class A Common Stock upon the conversion of the Convertible Notes purchased by the Reporting Person on November 21, 2023 (such purchase having been reported on the Reporting Person's Form 4 filed on November 24, 2023) due to accrued interest, payable in kind, on such Convertible Notes as of February 26, 2024. Such amount is included in this figure. The securities are beneficially owned by the Chris Kemp Living Trust, a trust organized under the laws of California, for which the Reporting Person is the sole trustee. Chief Executive Officer and Chairman /s/ Chris Kemp 2024-02-28