0001209191-23-021547.txt : 20230329 0001209191-23-021547.hdr.sgml : 20230329 20230329174943 ACCESSION NUMBER: 0001209191-23-021547 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20230323 FILED AS OF DATE: 20230329 DATE AS OF CHANGE: 20230329 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: UM Legacy LLC CENTRAL INDEX KEY: 0001971355 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39843 FILM NUMBER: 23776403 BUSINESS ADDRESS: STREET 1: 130 WEST UNION STREET CITY: PASADENA STATE: CA ZIP: 91103 BUSINESS PHONE: 6265856900 MAIL ADDRESS: STREET 1: 130 WEST UNION STREET CITY: PASADENA STATE: CA ZIP: 91103 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Near Intelligence, Inc. CENTRAL INDEX KEY: 0001826671 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROCESSING & DATA PREPARATION [7374] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 100 W WALNUT ST., 4TH FLOOR CITY: PASADENA STATE: CA ZIP: 91124 BUSINESS PHONE: 4155092370 MAIL ADDRESS: STREET 1: 100 W WALNUT ST., 4TH FLOOR CITY: PASADENA STATE: CA ZIP: 91124 FORMER COMPANY: FORMER CONFORMED NAME: KLUDEIN I ACQUISITION CORP DATE OF NAME CHANGE: 20200930 4 1 doc4.xml FORM 4 SUBMISSION X0407 4 2023-03-23 0 0001826671 Near Intelligence, Inc. NIR 0001971355 UM Legacy LLC 130 WEST UNION STREET PASADENA CA 91103 0 0 1 0 0 Class A Common Stock 2023-03-23 4 A 0 7120714 A 7120714 D Class A Common Stock 2023-03-27 4 S 0 145889 4.876 D 6974825 D Class A Common Stock 2023-03-27 4 S 0 5708 6.095 D 6969117 D Class A Common Stock 2023-03-27 4 S 0 9403 6.563 D 6959714 D Class A Common Stock 2023-03-27 4 S 0 7998 7.782 D 6951716 D Class A Common Stock 2023-03-27 4 S 0 3936 8.942 D 6947780 D Class A Common Stock 2023-03-27 4 S 0 3415 9.687 D 6944365 D Class A Common Stock 2023-03-27 4 S 0 779 10.50 D 6943586 D Class A Common Stock 2023-03-27 4 S 0 172 12.00 D 6943414 D Class A Common Stock 2023-03-28 4 S 0 74750 3.612 D 6868664 D Class A Common Stock 2023-03-28 4 S 0 26916 4.454 D 6841748 D Class A Common Stock 2023-03-29 4 S 0 255088 2.768 D 6586660 D Received pursuant to the Agreement and Plan of Merger, dated as of May 18, 2022 (as amended from time to time), by and among KludeIn I Acquisition Corp. ("KludeIn"), Paas Merger Sub 1 Inc., a wholly-owned subsidiary of KludeIn ("Merger Sub 1"), Paas Merger Sub 2 LLC, a wholly-owned subsidiary of KludeIn ("Merger Sub 2"), and Near Intelligence Holdings Inc. ("Near") pursuant to which, as a result of a merger between Near and Merger Sub 1 with Near surviving this first merger, then merging with Merger Sub 2, Near became a direct, wholly-owned subsidiary of KludeIn, which subsequently changed its name to Near Intelligence, Inc. (the "Issuer"). The transactions contemplated by the Merger Agreement are referred to herein as the "Business Combination." Pursuant to the Merger Agreement and in connection with the closing of the Business Combination, (i) each share of Near Holdings capital stock outstanding as of immediately prior to the effective time of the First Merger was converted into a right to receive a number of KludeIn Class A Shares determined on the basis of a conversion ratio of 107.660 and (ii) each membership interest of Merger Sub 2 issued and outstanding immediately prior to the effective time of the Second Merger remained outstanding as a membership interest of the Merger Sub 2 and all shares of common stock of Near Holdings were no longer outstanding and were automatically cancelled and ceased to exist. The power to vote or dispose of securities issued by the Issuer and held by UM Legacy LLC ("UML") is shared by individual managers of the UML Board of Managers, none of whom has veto power. Under the terms of the Limited Liability Company Agreement of UML, its Board of Managers is comprised of five Managers. As of March 29, 2023, three of the five seats are filled by Tom McGovern, Tige Savage, and John H. Wyant. Of the two remaining seats, Accel X L.P., may appoint a Manager but has not elected to do so while the remaining seat shall be elected by, and may only be removed without cause by, the unanimous affirmative vote or written consent of the other managers then serving on the UML's Board of Managers. Messrs. McGovern, Savage and Wyant disclaim any beneficial ownership of the securities issued by the Issuer. Represents weighted average sale price. These shares were sold in multiple transactions at prices ranging from $4.60 to $5.50, inclusive. The reporting person undertakes to provide to Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnotes (4) through (12) to this Form 4. Represents weighted average sale price. These shares were sold in multiple transactions at prices ranging from $5.51 to $6.235, inclusive. Represents weighted average sale price. These shares were sold in multiple transactions at prices ranging from $6.50 to $7.22, inclusive. Represents weighted average sale price. These shares were sold in multiple transactions at prices ranging from $7.50 to $8.37, inclusive. Represents weighted average sale price. These shares were sold in multiple transactions at prices ranging from $8.51 to $9.42, inclusive. Represents weighted average sale price. These shares were sold in multiple transactions at prices ranging from $9.50 to $10.25, inclusive. Represents weighted average sale price. These shares were sold in multiple transactions at prices ranging from $3.22 to $4.20, inclusive. Represents weighted average sale price. These shares were sold in multiple transactions at prices ranging from $4.22 to $4.80, inclusive. Represents weighted average sale price. These shares were sold in multiple transactions at prices ranging from $2.50 to $3.35, inclusive. /s/ Tom McGovern, as Member of the Board of Managers of UM Legacy LLC 2023-03-29