| | On November 14, 2016, DC IV purchased 14,326,647 shares of Evolv Technologies, Inc., a Delaware corporation ("Old Evolv"), Series A-1 preferred stock for a purchase price of approximately $0.28 per share and an aggregate purchase price of $3,999,999.84.
On July 10, 2018, DC IV purchased 7,118,451 shares of Old Evolv Series B preferred stock for a purchase price of approximately $0.35 per share and an aggregate purchase price of $2,499,999.99.
On June 3, 2019, DC IV purchased 1,809,373 shares of Old Evolv Series B-1 preferred stock for a purchase price of approximately $0.31 per share and an aggregate purchase price of $561,810.62.
On September 13, 2019, DC IV purchased 587,270 shares of Old Evolv Series B-1 preferred stock for a purchase price of approximately $0.31 per share and an aggregate purchase price of $182,347.59.
On October 16, 2019, DC IV purchased 2,920,238 shares of Old Evolv Series B-1 preferred stock for a purchase price of approximately $0.37 per share and an aggregate purchase price of $1,066,762.95.
On January 1, 2021, Old Evolv issued a convertible promissory note to DC IV in the principal amount of $3,000,000.00.
The "Business Combination" consisted of the merger of NHIC Sub Inc., a Delaware corporation and a direct wholly owned subsidiary of NHIC ("Merger Sub"), with and into Old Evolv, with Old Evolv surviving the merger as a wholly owned subsidiary of HEC pursuant to the terms of the Agreement and Plan of Merger, dated as of March 5, 2021, as amended on June 5, 2021 (the "Merger Agreement"), by and among NHIC, Old Evolv and Merger Sub. The above summary is qualified by reference to such description and the full text of the Merger Agreement, which is filed as Exhibits 2 and 3 to this Statement and is incorporated herein by reference.
On July 16, 2021 (the "Closing Date"), as a result of and upon the consummation of the Business Combination, each share of each series of Old Evolv's preferred stock was cancelled or assumed, as applicable and converted into the right to receive, at the election of the holders thereof, a number of shares of the Issuer's Common Stock, as adjusted pursuant to the Merger Agreement. The share numbers and prices reported above are reflected on a pre-conversion basis.
On August 16, 2023, DC IV sold 19,423 shares of Common Stock at a weighted average price of approximately $7.57 per share, or $147,079.07 in the aggregate, in open market sales. The shares were sold at prices ranging from $7.50 to $7.715. DC IV undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in the previous sentence.
On August 21, 2023, DC IV sold 73,737 shares of Common Stock at a weighted average price of approximately $6.58 per share, or $485,413.81 in the aggregate, in open market sales. The shares were sold at prices ranging from $6.51 to $6.705. DC IV undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in the previous sentence.
On August 22, 2023, DC IV sold 152,303 shares of Common Stock at a weighted average price of approximately $6.54 per share, or $996,345.86 in the aggregate, in open market sales. The shares were sold at prices ranging from $6.50 to $6.655. DC IV undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in the previous sentence.
On August 23, 2023, DC IV sold 130,948 shares of Common Stock at a weighted average price of approximately $6.50 per share, or $851,357.81 in the aggregate, in open market sales. The shares were sold at prices ranging from $6.50 to $6.55. DC IV undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in the previous sentence.
On August 24, 2023, DC IV sold 70,253 shares of Common Stock at a weighted average price of approximately $6.56 per share, or $460,754.97 in the aggregate, in open market sales. The shares were sold at prices ranging from $6.50 to $6.60. DC IV undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in the previous sentence.
On August 29, 2023, DC IV sold 143,143 shares of Common Stock at a weighted average price of approximately $6.56 per share, or $939,105.50 in the aggregate, in open market sales. The shares were sold at prices ranging from $6.50 to $6.6714. DC IV undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in the previous sentence.
On August 30, 2023, DC IV sold 10,193 shares of Common Stock at a weighted average price of approximately $6.50 per share, or $66,254.55 in the aggregate, in open market sales. The shares were sold at prices ranging from $6.50 to $6.505. DC IV undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in the previous sentence.
On August 31, 2023, DC IV sold 200,000 shares of Common Stock at a weighted average price of approximately $6.77 per share, or $1,353,651.65 in the aggregate, in open market sales. The shares were sold at prices ranging from $6.59 to $6.8772. DC IV undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in the previous sentence.
On September 1, 2023, DC IV sold 120,000 shares of Common Stock at a weighted average price of approximately $6.96 per share, or $834,753.34 in the aggregate, in open market sales. The shares were sold at prices ranging from $6.87 to $7.0136. DC IV undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in the previous sentence.
On August 11, 2025, DC IV sold 130,523 shares of Common Stock at a weighted average price of approximately $7.31 per share, or $954,616.57 in the aggregate, in open market sales. The shares were sold at prices ranging from $7.30 to $7.38. DC IV undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in the previous sentence.
On August 12, 2025, DC IV sold 171,198 shares of Common Stock at a weighted average price of approximately $7.42 per share, or $1,269,491.72 in the aggregate, in open market sales. The shares were sold at prices ranging from $7.30 to $7.515. DC IV undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in the previous sentence.
On August 13, 2025, DC IV sold 379,560 shares of Common Stock at a weighted average price of approximately $7.41 per share, or $2,813,163.98 in the aggregate, in open market sales. The shares were sold at prices ranging from $7.265 to $7.5252. DC IV undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in the previous sentence.
On August 15, 2025, DC IV sold 98,242 shares of Common Stock at a weighted average price of approximately $8.18 per share, or $804,012.53 in the aggregate, in open market sales. The shares were sold at prices ranging from $8.005 to $8.535. DC IV undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in the previous sentence.
On August 18, 2025, DC IV sold 805,423 shares of Common Stock at a weighted average price of approximately $8.09 per share, or $6,516,113.70 in the aggregate, in open market sales. The shares were sold at prices ranging from $8.000 to $8.255. DC IV undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in the previous sentence.
The source of the funds for all purchases and acquisitions by DC IV was from working capital.
No part of the purchase price was borrowed by DC IV for the purpose of acquiring any securities discussed in this Item 3. |