| FORM 3 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
|
|||||||||||||||
1. Name and Address of Reporting Person*
(Street)
|
2. Date of Event Requiring Statement
(Month/Day/Year) 10/04/2024 |
3. Issuer Name and Ticker or Trading Symbol
Navitas Semiconductor Corp [ NVTS ] |
|||||||||||||
|
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
|
5. If Amendment, Date of Original Filed
(Month/Day/Year) |
||||||||||||||
6. Individual or Joint/Group Filing (Check Applicable Line)
| |||||||||||||||
| Table I - Non-Derivative Securities Beneficially Owned | |||
|---|---|---|---|
| 1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
| Class A Common Stock | 698,141(1) | D | |
|
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
|---|---|---|---|---|---|---|---|
| 1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
| Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
| Option to purchase (right to buy) | 10/19/2021 | 08/18/2029 | Class A Common Stock | 73,352 | 0.21 | D | |
| Explanation of Responses: |
| 1. Consists of (i) 598,293 shares of common stock and (ii) 99,848 shares underlying unvested restricted stock units ("RSUs") scheduled to vest through January 20, 2028 subject to the reporting person's continued employment on the applicable vesting date, or earlier upon certain events. RSU vesting results in the delivery of one share of common stock per vested RSU following the vesting date, before sales of settled shares to cover withholding taxes incurred by the reporting person upon settlement, if applicable, and subject to the issuer's equity incentive plan and applicable policies. |
| Remarks: |
| /s/ Paul D. Delva, attorney-in-fact | 10/15/2024 | |
| ** 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 5 (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. | ||
Exhibit 24
TODD GLICKMAN
POWER OF ATTORNEY
FOR SECTION 16 AND OTHER S.E.C. REPORTING PURPOSES
Know all persons by these presents that the undersigned hereby constitutes and appoints each of Paul D. Delva and Doa Yang, acting alone or jointly and each with full power of substitution, as the undersigned’s true and lawful attorney-in-fact to:
| (1) | prepare, execute for and file on behalf of the undersigned Form 144 in accordance with Rule 144 under the Securities Act of 1933, and Forms 3, 4 and 5 in accordance with Section 16(a) of the Securities Exchange Act of 1934 and the rules thereunder, and any other forms or reports the undersigned may be required to file in connection with the undersigned’s ownership, acquisition or disposition of securities of Navitas Semiconductor Corporation (the “Company”); | |||||||
| (2) | do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Form 144, 3, 4 or 5, or other form or report, and timely file such form or report with the United States Securities and Exchange Commission and any stock exchange or similar authority; and | |||||||
| (3) | take any other action of any type whatsoever in connection with the foregoing, which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in any such attorney-in-fact’s discretion. | |||||||
The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact’s substitute or substitutes, shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorney-in-fact, in serving in such capacity at the request of the undersigned, is not assuming, nor is the Company assuming, any of the undersigned’s responsibilities to comply with Section 16 of the Securities Exchange Act of 1934 or Rule 144 under the Securities Act of 1933.
This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 144, 3, 4, and 5 with respect to the undersigned’s holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact. Further, this Power of Attorney shall terminate as to each attorney-in-fact appointed hereunder, individually, if and when the employment of such attorney-in-fact by the Company is terminated for any reason. For the avoidance of doubt, the termination of this Power of Attorney as to any attorney-in-fact hereunder shall not affect the effectiveness of this Power of Attorney as to any other attorney-in-fact or the power or authority of such attorney-in-fact hereunder.
IN WITNESS WHEREOF, the undersigned has signed this Power of Attorney on the date indicated below.
| /s/ Todd Glickman | October 15, 2024 | |||||||||||||
| Todd Glickman | Date | |||||||||||||