Statement of Changes in Beneficial Ownership (4)
24 Março 2023 - 8:12PM
Edgar (US Regulatory)
FORM 4
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0287
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0.5
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
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Savino Anthony |
2. Issuer Name and Ticker or Trading Symbol
Altus Power, Inc.
[
AMPS
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) COFOUNDER,CHIEF CONST. OFFICER |
(Last)
(First)
(Middle)
C/O ALTUS POWER, INC., 2200 ATLANTIC STREET, 6TH FLOOR |
3. Date of Earliest Transaction
(MM/DD/YYYY)
3/22/2023 |
(Street)
STAMFORD, CT 06902 |
4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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(City)
(State)
(Zip)
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Rule 10b5-1(c) Transaction Indication
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Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan that is intended to
satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Class A Common Stock | 3/22/2023 | | A | | 89690 (1) | A | $0 | 3961398 | D | |
Class A Common Stock | 3/22/2023 | | A | | 130863 (2) | A | $0 | 4092261 | D | |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. 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 | 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 of Derivative Security: 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 |
Performance Stock Unit | (3) | 3/22/2023 | | A | | 43621 | | (3) | 3/22/2026 | Class A Common Stock | 43621 | $0 | 43621 | D | |
Explanation of Responses: |
(1) | Represents 89,690 restricted stock units ("RSUs") granted to the Reporting Person on the transaction date pursuant to the Altus Power, Inc. 2021 Omnibus Incentive Plan (the "Plan"). Each RSU represents the right to receive one share of the Issuer's Class A Common Stock. The RSUs are subject the Reporting Person's continued service to the Issuer and vesting as follows: 50% vesting on the first anniversary of the grant date and 50% vesting on the second anniversary of the grant date. |
(2) | Represents 130,863 RSUs granted to the Reporting Person on the transaction date pursuant to the Plan. Each RSU represents the right to receive one share of Issuer's Class A Common Stock. The RSUs are subject the Reporting Person's continued service to the Issuer and vesting as follows: approximately 33.3% vesting on the first anniversary of the grant date, approximately 33.3% vesting on the second anniversary of the grant date, and approximately 33.4% vesting on the third anniversary of the grant date. |
(3) | Represents 43,621 performance stock units, each of which represents the right to receive one share of the Issuer's Class A Common Stock and which vest in one installment on the third anniversary of the grant date based upon the Issuer's total stockholder return when compared to the Invesco Solar ETF ("TAN"), subject to certain adjustments, and the Russell 2000 index, assigning a weight of 50% to each. The number of performance stock units vested, and thus shares of Class A Common Stock issued, could range from 0 to 150% of the amount reported on this Form 4. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Savino Anthony C/O ALTUS POWER, INC. 2200 ATLANTIC STREET, 6TH FLOOR STAMFORD, CT 06902 |
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| COFOUNDER,CHIEF CONST. OFFICER |
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Signatures
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/s/ Sophia Lee, as Attorney-in-Fact | | 3/24/2023 |
**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). |
Note: | File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. |
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. |
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