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 |
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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). |
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
MICROVISION, INC. [ MVIS ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 04/08/2024 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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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) | 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(1) | 04/08/2024 | A | 300,000 | A | $0.00 | 1,023,984(3) | D | |||
Common Stock(2) | 04/10/2024 | F | 125,563 | D | $1.6377 | 898,421 | D |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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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 |
Explanation of Responses: |
1. Pursuant to employment agreement dated April 8, 2021, 300,000 shares were issued upon the automatic grant of fully vested RSUs in accordance with the terms of the agreement with no discretion exercised by the Reporting Person. As disclosed in the Form 8-K filed on April 8, 2024, the term of the employment agreement was extended until the new employment agreement currently being negotiated is executed by the parties. |
2. Represents a nondiscretionary sell-to-cover transaction completed by the Issuer in accordance with the terms of the award agreement and the Reporting Person's previously entered into irrevocable tax withholding election. |
3. Due to an administrative error, Column 5 of the Reporting Person's Form 4 ownership reports filed on March 15, 2023, April 11, 2023 and November 14, 2023, each incorrectly stated the Reporting Person's resulting beneficial ownership. The reported beneficial ownership amounts did not reflect the Reporting Person's transfer, made prior to the filing of the March 15, 2023 Form 4, of 352,362 shares pursuant to a domestic relations order. As previously disclosed in the Issuer's Proxy Statement filed April 5, 2023, the Reporting Person no longer reports as beneficially owned any securities owned by his former spouse. Pursuant to the same order, the Reporting Person also transferred stock options for a total of 187,500 shares. As corrected, Column 5, of the Form 4s filed on March 15, 2023, April 11, 2023 and November 14, 2023 should have reported 489,342 shares, 789,342 shares and 713,831 shares (in the two rows of Table I), and 723,984 shares, respectively. |
/s/ Elizabeth Mandle, attorney-in-fact for Sumit Sharma | 04/10/2024 | |
** 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 Number. |