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Ownership Document |
Schema Version: X0508 |
Document Type: 4 |
Period of Report: 4/1/24 |
Issuer: |
| Issuer CIK: 1835512 |
| Issuer Name: Terran Orbital Corp |
| Issuer Trading Symbol: LLAP |
Reporting Owner: |
| Reporting Owner ID: |
| | Owner CIK: 1919545 |
| | Owner Name: Manion Thomas E. |
| Reporting Owner Address: |
| | Owner Street 1: 6800 BROKEN SOUND PKWY NW, SUITE 200 |
| | Owner Street 2: |
| | Owner City: BOCA RATON |
| | Owner State: FL |
| | Owner ZIP Code: 33487 |
| | Owner State Description: |
| Reporting Owner Relationship: |
| | Is Director? Yes |
| | Is Officer? No |
| | Is Ten Percent Owner? No |
| | Is Other? No |
Aff 10b5 One? No |
Non-Derivative Table: |
| Non-Derivative Transaction: |
| | Security Title: |
| | | Value: Common Stock, par value $0.0001 per share |
| | | Footnote ID: F1 |
| | Transaction Date: |
| | | Value: 4/1/24 |
| | Transaction Coding: |
| | | Transaction Form Type: 4 |
| | | Transaction Code: M |
| | | Equity Swap Involved? No |
| | Transaction Amounts: |
| | | Transaction Shares: |
| Value: 8,333 |
| | | Transaction Price Per Share: |
| Value: 0 |
| | | Transaction Acquired-Disposed Code: |
| Value: A |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 34,166 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: D |
| Non-Derivative Transaction: |
| | Security Title: |
| | | Value: Common Stock, par value $0.0001 per share |
| | | Footnote ID: F1 |
| | Transaction Date: |
| | | Value: 4/3/24 |
| | Transaction Coding: |
| | | Transaction Form Type: 4 |
| | | Transaction Code: M |
| | | Equity Swap Involved? No |
| | Transaction Amounts: |
| | | Transaction Shares: |
| Value: 95,109 |
| | | Transaction Price Per Share: |
| Value: 0 |
| | | Transaction Acquired-Disposed Code: |
| Value: A |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 129,275 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: D |
| Non-Derivative Transaction: |
| | Security Title: |
| | | Value: Common Stock, par value $0.0001 per share |
| | | Footnote ID: F2 |
| | Transaction Date: |
| | | Value: 4/3/24 |
| | Transaction Coding: |
| | | Transaction Form Type: 4 |
| | | Transaction Code: A |
| | | Equity Swap Involved? No |
| | Transaction Amounts: |
| | | Transaction Shares: |
| Value: 18,031 |
| | | Transaction Price Per Share: |
| Footnote ID: F2 |
| | | Transaction Acquired-Disposed Code: |
| Value: A |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 147,306 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: D |
Derivative Table: |
| Derivative Transaction: |
| | Security Title: |
| | | Value: Restricted Stock Units |
| | | Footnote ID: F3 |
| | Conversion or Exercise Price: |
| | | Value: 0.00 |
| | Transaction Date: |
| | | Value: 4/1/24 |
| | Transaction Coding: |
| | | Transaction Form Type: 4 |
| | | Transaction Code: A |
| | | Equity Swap Involved? No |
| | Transaction Amounts: |
| | | Transaction Shares: |
| Value: 133,588 |
| | | Transaction Price Per Share: |
| Value: 0 |
| | | Transaction Acquired-Disposed Code: |
| Value: A |
| | Exercise Date: |
| | | Footnote ID: F3 |
| | Expiration Date: |
| | | Footnote ID: F3 |
| | Underlying Security: |
| | | Underlying Security Title: |
| Value: Common Stock |
| | | Underlying Security Shares: |
| Value: 133,588 |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 280,364 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: D |
| Derivative Transaction: |
| | Security Title: |
| | | Value: Restricted Stock Units |
| | | Footnote ID: F4 |
| | Conversion or Exercise Price: |
| | | Value: 0.00 |
| | Transaction Date: |
| | | Value: 4/1/24 |
| | Transaction Coding: |
| | | Transaction Form Type: 4 |
| | | Transaction Code: M |
| | | Equity Swap Involved? No |
| | Transaction Amounts: |
| | | Transaction Shares: |
| Value: 8,333 |
| | | Transaction Price Per Share: |
| Value: 0 |
| | | Transaction Acquired-Disposed Code: |
| Value: D |
| | Exercise Date: |
| | | Footnote ID: F4 |
| | Expiration Date: |
| | | Footnote ID: F4 |
| | Underlying Security: |
| | | Underlying Security Title: |
| Value: Common Stock |
| | | Underlying Security Shares: |
| Value: 8,333 |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 272,031 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: D |
| Derivative Transaction: |
| | Security Title: |
| | | Value: Restricted Stock Units |
| | | Footnote ID: F5 |
| | Conversion or Exercise Price: |
| | | Value: 0.00 |
| | Transaction Date: |
| | | Value: 4/3/24 |
| | Transaction Coding: |
| | | Transaction Form Type: 4 |
| | | Transaction Code: M |
| | | Equity Swap Involved? No |
| | Transaction Amounts: |
| | | Transaction Shares: |
| Value: 95,109 |
| | | Transaction Price Per Share: |
| Value: 0 |
| | | Transaction Acquired-Disposed Code: |
| Value: D |
| | Exercise Date: |
| | | Footnote ID: F5 |
| | Expiration Date: |
| | | Footnote ID: F5 |
| | Underlying Security: |
| | | Underlying Security Title: |
| Value: Common Stock |
| | | Underlying Security Shares: |
| Value: 95,109 |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 176,922 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: D |
Footnotes: |
| Footnote - F1: Shares acquired represent settlement of vested restricted stock units on a one-for-one basis. |
| Footnote - F2: Shares of common stock issued on April 3, 2024 in lieu of cash retainers accrued for service on the Board for the period of January 1, 2024 through March 31, 2024, at a price of $1.31 per share, the closing price as of March 28, 2024. |
| Footnote - F3: Includes 133,588 restricted stock units, each representing a contingent right to receive one share of LLAP common stock, subject to vesting in full on the first anniversary of April 1, 2024, the vesting start date. |
| Footnote - F4: Each restricted stock unit represents a contingent right to receive one share of LLAP common stock subject to vesting in three equal annual installments on each anniversary of April 1, 2022, the vesting start date. |
| Footnote - F5: Each restricted stock unit represents a contingent right to receive one share of LLAP common stock, all of which vested on April 3, 2024. |
Owner Signature: |
| Signature Name: /s/ James S. Black, attorney-in-fact |
| Signature Date: 4/3/24 |