05/27/2026 | Press release | Archived content
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FORM 4
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN 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 |
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| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
| 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 control number. | SEC 1474 (9-02) | ||
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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 Underlying Securities (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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Employee Stock Option (right to buy) | (2) | 05/22/2026 | A | 572,032 | (3) | 03/08/2033 | Common Stock | 572,032 | $ 0 | 572,032 | D | ||||
| Employee Stock Option (right to buy) | (2) | 05/22/2026 | A | 197,611 | (4) | 12/19/2034 | Common Stock | 197,611 | $ 0 | 197,611 | D | ||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
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Secore Jason Benjamin C/O MATTERNET, INC. 355 RAVENDALE DRIVE MOUNTAIN VIEW, CA Mountain V |
Chief Financial Officer | |||
| /s/ Jason Benjamin Secore | 05/27/2026 | |
| **Signature of Reporting Person | Date |
| * | 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). |
| (1) | Received in connection with the Issuer's merger (the "Merger") with Matternet, Inc. ("Legacy Matternet") in accordance with the terms of the Agreement and Plan of Merger and Reorganization dated as of May 22, 2026, by and among the Issuer (f/k/a Los Altos Ventures Corp.), Matternet Acquisition Co. and Legacy Matternet (the "Merger Agreement"), in exchange for shares of Legacy Matternet common stock. Pursuant to the terms of the Merger Agreement, at the effective time of the Merger, each issued and outstanding share of Legacy Matternet common stock was converted into the right to receive 2.0801 shares of the Issuer's common stock, rounded to the nearest whole share (the "Conversion Ratio"). |
| (2) | Each vested and unvested option to purchase shares of common stock of Legacy Matternet outstanding immediately prior to the effective time of the Merger was assumed by the Issuer and converted into an option to purchase shares of common stock equal to the product of (a) the number of shares of common stock subject to such option immediately prior to the effective time of the Merger and (b) the Conversion Ratio, at an exercise price per share equal to (i) the exercise price per share of such option immediately prior to the effective time of the Merger divided by (ii) the Conversion Ratio. |
| (3) | The shares subject to the option shall become vested and exercisable according to the following schedule: 25% of the shares subject to the option shall vest on the first anniversary of the vesting commencement date, and the remaining shares shall vest in equal monthly installments over the next 36 months. |
| (4) | The shares subject to the option shall become vested and exercisable in 48 equal monthly installments from the vesting commencement date. |