Large owner Uber Technologies, Inc converted options into 10,665,348 shares and bought $20,000,000 worth of shares (800,000 units at $25.00), increasing direct ownership by 314% to 14,059,661 units (SEC Form 4)
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Real Estate
Real Estate
| FORM 4 | UNITED 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 |
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| 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*
(Street)
(Country) | 2. Issuer Name and Ticker or Trading Symbol
Neutron Holdings, Inc. [ LIME ] | 5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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| 2a. Foreign Trading Symbol
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| 3. Date of Earliest Transaction
(Month/Day/Year) 06/30/2026 | 6. Individual or Joint/Group Filing (Check Applicable Line)
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| 4. If Amendment, Date of Original Filed
(Month/Day/Year) |
| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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| 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) | |||
| Code | V | Amount | (A) or (D) | Price | ||||||
| Common Stock | 06/30/2026 | C | 6,329,623 | A | (1) | 9,723,936 | D | |||
| Common Stock | 06/30/2026 | C | 3,271,983 | A | (2) | 12,995,919 | D | |||
| Common Stock | 07/02/2026 | C | 1,063,742 | A | (3) | 14,059,661 | D | |||
| Common Stock | 07/02/2026 | P | 800,000 | A | $25 | 14,859,661 | D(4) | |||
| Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 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) | ||||
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Convertible Notes | (1) | 06/30/2026 | C | 6,329,623 | (1) | (1) | Common Stock | 6,329,623 | (1) | 0 | D | ||||
| Convertible Notes | (2) | 06/30/2026 | C | 3,271,983 | (2) | (2) | Common Stock | 3,271,983 | (2) | 0 | D | ||||
| Series C Preferred Stock | (3) | 07/02/2026 | C | 1,063,742 | (3) | (3) | Common Stock | 1,063,742 | (3) | 0 | D | ||||
| Explanation of Responses: |
| 1. On May 7, 2020, the Issuer issued to the Reporting Person convertible notes in the aggregate principal amount of approximately $85 million (the "2020 Notes"). The 2020 Notes accrue non-compounding interest at a rate of 4.0% per annum and mature seven years following the date of issuance, unless earlier converted pursuant to their terms. At the execution of the underwriting agreement in connection with the IPO, the aggregate outstanding principal balance of the 2020 Notes plus any accrued and unpaid interest automatically converted into shares of Common Stock at a ratio based on a conversion price equal to $340.0 million plus any consideration paid by each noteholder for the 2020 Notes divided by the Issuer's fully-diluted capitalization on August 5, 2020. |
| 2. On October 29, 2021, the Issuer issued to the Reporting Person convertible notes in the aggregate principal amount of approximately $50 million (the "2021 Notes"). The 2021 Notes initially accrued interest at a rate of 4.0% per annum, which increased by 0.5% in April 2023, and thereafter increasing by 1.0% at every successive six month interval, up to a maximum rate of 8.0%. The 2021 Notes mature on October 29, 2026, unless earlier converted pursuant to their terms. At the execution of the underwriting agreement in connection with the IPO, the aggregate outstanding principal balance of the 2021 Notes plus any accrued and unpaid interest automatically converted into shares of Common Stock based on a conversion price equal to the lesser of (i) 80% of the IPO price per share of Common Stock and (ii) a specified valuation cap of $1.5 billion divided by the aggregate amount of fully diluted shares of Common Stock on the applicable conversion date as set forth in the 2021 Notes. |
| 3. Each share of the Issuer's convertible preferred stock automatically converted into one share of Common Stock upon the closing of the Issuer's initial public offering (the "IPO"). |
| 4. Prior to the closing of the IPO, the Reporting Person distributed all of its shares to SMB Holding Corporation, a wholly-owned subsidiary, in a transaction exempt from reporting pursuant to Rule 16a-13. |
| /s/ Elizabeth Coleman, Vice President, Deputy General Counsel and Deputy Corporate Secretary | 07/02/2026 | |
| ** 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 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) | ||