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Ownership Document
|
| Schema Version: X0508 |
| Document Type: 4 |
| Period of Report: 3/4/24 |
| Not Subject to Section 16: 0 |
| Issuer: |
| Issuer CIK: 1805385 |
| Issuer Name: Evolv Technologies Holdings, Inc. |
| Issuer Trading Symbol: EVLV |
| Reporting Owner: |
| Reporting Owner ID: |
| | Owner CIK: 1868666 |
| | Owner Name: George Peter Gustav |
| Reporting Owner Address: |
| | Owner Street 1: C/O EVOLV TECHNOLOGIES HOLDINGS, INC. |
| | Owner Street 2: 500 TOTTEN POND ROAD, 4TH FLOOR |
| | Owner City: WALTHAM |
| | Owner State: MA |
| | Owner ZIP Code: 02451 |
| | Owner State Description: |
| Reporting Owner Relationship: |
| | Is Director? Yes |
| | Is Officer? Yes |
| | Is Ten Percent Owner? No |
| | Is Other? No |
| | Officer Title: President & CEO |
| Aff 10b5 One: 0 |
| Non-Derivative Table: |
| Derivative Table: |
| Derivative Transaction: |
| | Security Title: |
| | | Value: Restricted Stock Units |
| | Conversion or Exercise Price: |
| | | Footnote ID: F1 |
| | Transaction Date: |
| | | Value: 3/4/24 |
| | Transaction Coding: |
| | | Transaction Form Type: 4 |
| | | Transaction Code: A |
| | | Equity Swap Involved? No |
| | Transaction Amounts: |
| | | Transaction Shares: |
| Value: 550,964 |
| | | Transaction Price Per Share: |
| Value: 0 |
| | | Transaction Acquired-Disposed Code: |
| Value: A |
| | Exercise Date: |
| | | Footnote ID: F2 |
| | Expiration Date: |
| | | Footnote ID: F1 |
| | Underlying Security: |
| | | Underlying Security Title: |
| Value: Class A Common Stock |
| | | Underlying Security Shares: |
| Value: 550,964 |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 550,964 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: D |
| Derivative Transaction: |
| | Security Title: |
| | | Value: Stock Option (Right to Buy) |
| | Conversion or Exercise Price: |
| | | Value: 3.63 |
| | Transaction Date: |
| | | Value: 3/4/24 |
| | Transaction Coding: |
| | | Transaction Form Type: 4 |
| | | Transaction Code: A |
| | | Equity Swap Involved? No |
| | Transaction Amounts: |
| | | Transaction Shares: |
| Value: 722,021 |
| | | Transaction Price Per Share: |
| Value: 0 |
| | | Transaction Acquired-Disposed Code: |
| Value: A |
| | Exercise Date: |
| | | Footnote ID: F3 |
| | Expiration Date: |
| | | Value: 3/3/34 |
| | Underlying Security: |
| | | Underlying Security Title: |
| Value: Class A Common Stock |
| | | Underlying Security Shares: |
| Value: 722,021 |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 722,021 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: D |
| Footnotes: |
| Footnote - F1: Each Restricted Stock Unit ("RSU") represents a contingent right to receive one share of the Issuer's Class A common stock. The RSUs have no expiration date. |
| Footnote - F2: The RSUs vest in three equal annual installments commencing on March 1, 2025. |
| Footnote - F3: The stock option vests and becomes exercisable as to one sixteenth of the underlying shares on June 1, 2024 and in 15 equal quarterly installments thereafter. |
| Remarks: |
| Owner Signature: |
| Signature Name: Eric Pyenson, Attorney-in-fact for Peter Gustav George |
| Signature Date: 3/6/24 |
