Electrameccanica Vehicles Form 4 / Luisa Ingargiola ownership change

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^*

Ingargiola Luisa

(Last)

(First)

(Middle)

8127 EAST RAY ROAD

(Street)

MESA

85212

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
ELECTRAMECCANICA VEHICLES CORP. [ SOLO ]

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)
03/26/2024

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	03/26/2024		M		289,914	A	⁽²⁾	332,138	D
Common Stock	03/26/2024		D		332,138	D	⁽¹⁾	0	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Deferred Share Units	⁽²⁾	03/26/2024		M			8,797	⁽²⁾⁽³⁾	⁽²⁾⁽³⁾	Common Stock	8,797	$0	0	D
Deferred Share Units	⁽²⁾	03/26/2024		M			10,264	⁽²⁾⁽⁴⁾	⁽²⁾⁽⁴⁾	Common Stock	10,264	$0	0	D
Deferred Share Units	⁽²⁾	03/26/2024		M			270,853	⁽²⁾⁽⁵⁾	⁽²⁾⁽⁵⁾	Common Stock	270,853	$0	0	D

Explanation of Responses:

1. On March 26, 2024, Xos, Inc. ("Xos") acquired all of the issued and outstanding common shares (the "ElectraMeccanica Shares") of ElectraMeccanica Vehicles Corp. ("ElectraMeccanica") pursuant to a plan of arrangement (the "Plan of Arrangement") under the Business Corporations Act (British Columbia) (the "Arrangement"). Under the terms of the arrangement agreement, dated January 11, 2024, by and between ElectraMeccanica and Xos (as amended, the "Arrangement Agreement"), and the Plan of Arrangement, at the effective time of the Arrangement (the "Effective Time"), each ElectraMeccanica Share outstanding immediately prior to the Effective Time was transferred to Xos in exchange for 0.0143739 shares of Xos common stock.

2. Each deferred share unit ("DSU") represented a contingent right to receive one ElectraMeccanica Share (or, at the election of the reporting person and subject to the approval of the Plan Administrator (as defined in the issuer's 2020 Stock Incentive Plan (the "Plan")), the cash value thereof) on the settlement date. Pursuant to the Arrangement Agreement, each DSU that was outstanding immediately prior to the Effective Time vested and was settled by ElectraMeccanica in exchange for one ElectraMeccanica Share.

3. The DSUs vested over a period of one year from July 22, 2020.

4. The DSUs vested over a period of one year from September 22, 2021.

5. The DSUs vested in full upon grant.

	/s/ Michael Bridge, as attorney-in-fact	03/26/2024
	** 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.

Electrameccanica Vehicles (SOLO) Form 4ELECTRAMECCANICA VEHICLES / Luisa Ingargiola ownership change