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Aeva (NYSE: AEVA) notes $50M convertible debt contribution to Sylebra funds

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Aeva Technologies, Inc. reported an indirect insider transaction involving its 4.375% Convertible Senior Notes due 2032. On June 30, 2026, Apollo-affiliated funds contributed $50,000,000 aggregate principal amount of these notes to Sylebra Equity Capital Solutions funds as an initial in-kind capital contribution in exchange for Class D limited partner interests, rather than through a market trade.

The notes are convertible at the holder’s option into Aeva common stock at an initial rate of 63.0348 shares per $1,000 principal amount, equal to 3,151,740 shares based on the contributed principal, with a stated conversion price of $15.86 per share. Aeva may choose to settle conversions in cash, stock, or a combination, and the notes mature on November 15, 2032. Sylebra Capital entities act as investment advisers to the funds holding the notes and, together with Daniel Patrick Gibson, may be deemed to share voting and dispositive power, but they expressly disclaim beneficial ownership beyond any pecuniary interest.

Positive

  • None.

Negative

  • None.
Insider SYLEBRA CAPITAL LLC
Role null
Type Security Shares Price Value
Other 4.375% Convertible Senior Notes due 2032 0 $1,000.00 --
Holdings After Transaction: 4.375% Convertible Senior Notes due 2032 — 0 shares (Indirect, See Footnote 7 and 8)
Footnotes (1)
  1. Represents the conversion price of 15.86 per share of Common Stock, calculated as ,000 principal amount of Notes divided by the initial conversion rate of 63.0348 shares of Common Stock per 1,000 principal amount of Notes as set forth in that certain Indenture, dated as of November 6, 2025, by and among Aeva Technologies, Inc. (the Issuer), the guarantors party thereto, and U.S. Bank Trust Company, National Association, as trustee (the Indenture), subject to adjustment as provided in the Indenture. On 30th June, 2026, pursuant to a Contribution Agreement, dated as of 30th June, 2026 (the Contribution Agreement), by and among Sylebra Equity Capital Solutions Fund, L.P. and Sylebra Equity Capital Solutions Side Car, L.P. (together, the Solutions Funds), Sylebra Partners GP, LLC, Apollo Credit Strategies Master Fund Ltd., and Apollo Credit Strategies Absolute Return Aggregator A, L.P. (together, the Apollo Contributors), the Apollo Contributors contributed to the Solutions Funds 50,000,000 aggregate principal amount of the Notes in exchange for Class D limited partner interests in the Solutions Funds. The contribution was made as an initial in-kind capital contribution to the Solutions Funds and was not effected as a market transaction. The Notes are held directly by the Solutions Funds and indirectly by the Reporting Persons through their investment advisory relationships. Reflects the aggregate principal amount of 4.375% Convertible Senior Notes due 2032 acquired by the Solutions Funds pursuant to the Contribution Agreement. The Notes are convertible, at the option of the holder, at any time prior to the close of business on the Scheduled Trading Day immediately preceding the Maturity Date of November 15, 2032, subject to the terms and conditions of the Indenture, including Section 14.01 thereof. Represents 3,151,740 shares of Common Stock issuable upon conversion of the $50,000,000 aggregate principal amount of Notes, based on the initial conversion rate of 63.0348 shares of Common Stock per $1,000 principal amount of Notes, subject to adjustment as provided in the Indenture. The Notes may also be settled in cash, shares of Common Stock, or a combination of cash and Common Stock at the election of the Issuer pursuant to Section 14.02 of the Indenture. The Notes were acquired at par value ($1,000 per $1,000 principal amount) as an in-kind capital contribution to the Solutions Funds. Sylebra Capital LLC (Sylebra US) and Sylebra Capital Limited (Sylebra HK) are the investment sub-advisers to Sylebra Equity Capital Solutions Fund, L.P. and Sylebra Equity Capital Solutions Side Car, L.P. (together, the Solutions Funds), among other advisory clients. Sylebra Capital Management (Sylebra Cayman) is the investment manager and parent of Sylebra HK. Sylebra Cayman owns 100% of the shares of Sylebra HK, and Daniel Patrick Gibson (Gibson) owns more than 100% of the Class A shares of Sylebra Cayman and 100% of the share capital of Sylebra US. Gibson is a founder and Chief Investment Officer of Sylebra Cayman. In such capacities, Sylebra US, Sylebra HK, Sylebra Cayman, and Gibson may be deemed to share voting and dispositive power over the Notes held by the Solutions Funds. These securities are held by the Solutions Funds. Gibson is a member of the board of directors of the Issuer. Sylebra US, Sylebra HK, Sylebra Cayman, and Gibson disclaim beneficial ownership of these securities, and this report shall not be deemed an admission that Sylebra US, Sylebra HK, Sylebra Cayman, or Gibson are the beneficial owners of such securities, except to the extent of their pecuniary interest, if any, therein.
Convertible notes principal $50,000,000 aggregate principal 4.375% Convertible Senior Notes due 2032 contributed to Solutions Funds
Coupon rate 4.375% Convertible Senior Notes due 2032 interest rate
Conversion rate 63.0348 shares per $1,000 principal Initial conversion rate for notes into common stock
Implied conversion price $15.86 per share Stated conversion price based on initial conversion rate
Shares underlying notes 3,151,740 shares Common stock issuable upon conversion of $50,000,000 principal
Note denomination $1,000 per $1,000 principal Notes acquired at par value in in-kind contribution
Maturity date November 15, 2032 Maturity of 4.375% Convertible Senior Notes
4.375% Convertible Senior Notes due 2032 financial
"Represents the aggregate principal amount of 4.375% Convertible Senior Notes due 2032 acquired by the Solutions Funds"
Contribution Agreement financial
"pursuant to a Contribution Agreement, dated as of 30th June, 2026 (the Contribution Agreement), by and among Sylebra Equity Capital Solutions Fund"
in-kind capital contribution financial
"The contribution was made as an initial in-kind capital contribution to the Solutions Funds and was not effected as a market transaction."
conversion rate financial
"based on the initial conversion rate of 63.0348 shares of Common Stock per $1,000 principal amount of Notes"
Conversion rate is the proportion of items, people or contracts that take a desired action out of the total possible — for example the share of website visitors who make a purchase, or the number of convertible bonds that are exchanged for shares. Investors care because it measures how effectively a business or financial instrument turns opportunity into real outcomes, like sales or share issuance, which directly affects revenue, cash flow and ownership dilution.
Maturity Date financial
"immediately preceding the Maturity Date of November 15, 2032, subject to the terms and conditions of the Indenture"
The maturity date is the specific day when a loan, bond, or investment reaches its full term and the borrower must repay the borrowed amount in full. It is important for investors because it indicates when they will receive their initial money back and can plan their future financial steps accordingly. Think of it as the due date for a loan or the day a gift card or coupon expires.
Indenture financial
"as set forth in that certain Indenture, dated as of November 6, 2025, by and among Aeva Technologies, Inc."
An indenture is a legal agreement between a company that borrows money by issuing bonds and the people who buy those bonds. It explains the rules the company must follow, like paying back the money and keeping certain financial promises. This document helps both sides understand their rights and responsibilities.
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Learn about SEC filing dates
SEC Form 4
FORM 4UNITED 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
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
SYLEBRA CAPITAL LLC

(Last)(First)(Middle)
3000 EL CAMINO REAL BUILDING 5 SUITE 450

(Street)
PALO ALTO CALIFORNIA 94306

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Aeva Technologies, Inc. [ AEVA ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirectorX10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/30/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
4.375% Convertible Senior Notes due 2032$15.86(1)06/30/2026J(2)$50,000,000(3)06/30/2026(4)11/15/2032Common Stock3,151,740(5)$1,000(6)$50,000,000ISee Footnote 7 and 8(7)(8)
Explanation of Responses:
1. Represents the conversion price of 15.86 per share of Common Stock, calculated as ,000 principal amount of Notes divided by the initial conversion rate of 63.0348 shares of Common Stock per 1,000 principal amount of Notes as set forth in that certain Indenture, dated as of November 6, 2025, by and among Aeva Technologies, Inc. (the Issuer), the guarantors party thereto, and U.S. Bank Trust Company, National Association, as trustee (the Indenture), subject to adjustment as provided in the Indenture.
2. On 30th June, 2026, pursuant to a Contribution Agreement, dated as of 30th June, 2026 (the Contribution Agreement), by and among Sylebra Equity Capital Solutions Fund, L.P. and Sylebra Equity Capital Solutions Side Car, L.P. (together, the Solutions Funds), Sylebra Partners GP, LLC, Apollo Credit Strategies Master Fund Ltd., and Apollo Credit Strategies Absolute Return Aggregator A, L.P. (together, the Apollo Contributors), the Apollo Contributors contributed to the Solutions Funds 50,000,000 aggregate principal amount of the Notes in exchange for Class D limited partner interests in the Solutions Funds. The contribution was made as an initial in-kind capital contribution to the Solutions Funds and was not effected as a market transaction. The Notes are held directly by the Solutions Funds and indirectly by the Reporting Persons through their investment advisory relationships.
3. Reflects the aggregate principal amount of 4.375% Convertible Senior Notes due 2032 acquired by the Solutions Funds pursuant to the Contribution Agreement.
4. The Notes are convertible, at the option of the holder, at any time prior to the close of business on the Scheduled Trading Day immediately preceding the Maturity Date of November 15, 2032, subject to the terms and conditions of the Indenture, including Section 14.01 thereof.
5. Represents 3,151,740 shares of Common Stock issuable upon conversion of the $50,000,000 aggregate principal amount of Notes, based on the initial conversion rate of 63.0348 shares of Common Stock per $1,000 principal amount of Notes, subject to adjustment as provided in the Indenture. The Notes may also be settled in cash, shares of Common Stock, or a combination of cash and Common Stock at the election of the Issuer pursuant to Section 14.02 of the Indenture.
6. The Notes were acquired at par value ($1,000 per $1,000 principal amount) as an in-kind capital contribution to the Solutions Funds.
7. Sylebra Capital LLC (Sylebra US) and Sylebra Capital Limited (Sylebra HK) are the investment sub-advisers to Sylebra Equity Capital Solutions Fund, L.P. and Sylebra Equity Capital Solutions Side Car, L.P. (together, the Solutions Funds), among other advisory clients. Sylebra Capital Management (Sylebra Cayman) is the investment manager and parent of Sylebra HK. Sylebra Cayman owns 100% of the shares of Sylebra HK, and Daniel Patrick Gibson (Gibson) owns more than 100% of the Class A shares of Sylebra Cayman and 100% of the share capital of Sylebra US. Gibson is a founder and Chief Investment Officer of Sylebra Cayman. In such capacities, Sylebra US, Sylebra HK, Sylebra Cayman, and Gibson may be deemed to share voting and dispositive power over the Notes held by the Solutions Funds.
8. These securities are held by the Solutions Funds. Gibson is a member of the board of directors of the Issuer. Sylebra US, Sylebra HK, Sylebra Cayman, and Gibson disclaim beneficial ownership of these securities, and this report shall not be deemed an admission that Sylebra US, Sylebra HK, Sylebra Cayman, or Gibson are the beneficial owners of such securities, except to the extent of their pecuniary interest, if any, therein.
Matthew Whitehead07/02/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did Aeva Technologies (AEVA) report in this Form 4?

Aeva reported an indirect transaction where Apollo-affiliated funds contributed $50,000,000 principal of 4.375% Convertible Senior Notes due 2032 to Sylebra Equity Capital Solutions funds. This was an in-kind capital contribution, not a market purchase or sale.

How many Aeva (AEVA) shares are tied to the convertible notes in this filing?

The filing links the notes to 3,151,740 shares of Aeva common stock. This is based on an initial conversion rate of 63.0348 shares per $1,000 principal on the $50,000,000 aggregate principal amount of notes.

What is the conversion price and rate of Aeva’s 4.375% Convertible Senior Notes due 2032?

The notes convert at an initial rate of 63.0348 common shares per $1,000 principal, which equates to a stated conversion price of about $15.86 per share. These terms are subject to adjustment under the indenture.

When can the Aeva (AEVA) convertible notes be converted, and when do they mature?

The notes are convertible at the holder’s option at any time up to the close of business on the scheduled trading day immediately before the November 15, 2032 maturity date. This provides a long conversion window for the holders.

How can Aeva settle conversions of its 4.375% Convertible Senior Notes due 2032?

Upon conversion, Aeva may settle the notes in cash, shares of common stock, or a combination of both. This settlement flexibility is granted under Section 14.02 of the indenture governing the notes.

Who ultimately holds the Aeva (AEVA) convertible notes mentioned in the Form 4?

The notes are held directly by the Sylebra Equity Capital Solutions funds. Sylebra Capital entities and Daniel Patrick Gibson act as investment advisers and may share voting and dispositive power but disclaim beneficial ownership except for any pecuniary interest.