Newhouse Phyllis W.

SEC source: 0001213900-25-062488 · ownership.xml · nonDerivative · entry 2

Newhouse Phyllis W. · CIK 0001847751 · Director · 10% owner

10b5-1 filing: No plan indicated

Ownership: Indirect · See footnote

Disclosed balance after: 2,354,416

F1 · shares: These securities were issued in connection with the consummation of the transactions contemplated by that certain Business Combination Agreement, dated March 18, 2024, by and among the Issuer, ShoulderUp Technology Acquisition Corp, a Delaware corporation, ShoulderUp Merger Sub, Inc., a Delaware corporation, SEI Merger Sub, Inc., a Delaware Corporation and SEE ID, Inc., a Nevada corporation.

F1 · price: These securities were issued in connection with the consummation of the transactions contemplated by that certain Business Combination Agreement, dated March 18, 2024, by and among the Issuer, ShoulderUp Technology Acquisition Corp, a Delaware corporation, ShoulderUp Merger Sub, Inc., a Delaware corporation, SEI Merger Sub, Inc., a Delaware Corporation and SEE ID, Inc., a Nevada corporation.

F2 · ownership.nature: Shares directly held by ShoulderUp 2021 Trust. Ms. Newhouse is the trustee of ShoulderUp 2021 Trust and may be deemed to share voting and investment power over the shares held by ShoulderUp 2021 Trust.

SEC source: 0001213900-25-062488 · ownership.xml · nonDerivative · entry 1

Newhouse Phyllis W. · CIK 0001847751 · Director · 10% owner

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 1,023,314

F1 · shares: These securities were issued in connection with the consummation of the transactions contemplated by that certain Business Combination Agreement, dated March 18, 2024, by and among the Issuer, ShoulderUp Technology Acquisition Corp, a Delaware corporation, ShoulderUp Merger Sub, Inc., a Delaware corporation, SEI Merger Sub, Inc., a Delaware Corporation and SEE ID, Inc., a Nevada corporation.

F1 · price: These securities were issued in connection with the consummation of the transactions contemplated by that certain Business Combination Agreement, dated March 18, 2024, by and among the Issuer, ShoulderUp Technology Acquisition Corp, a Delaware corporation, ShoulderUp Merger Sub, Inc., a Delaware corporation, SEI Merger Sub, Inc., a Delaware Corporation and SEE ID, Inc., a Nevada corporation.

SEC source: 0001127602-24-030132 · form4.xml · nonDerivative · entry 1

Newhouse Phyllis W. · CIK 0001847751 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 28,825

SEC source: 0001127602-24-029929 · form4.xml · nonDerivative · entry 2

Newhouse Phyllis W. · CIK 0001847751 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 108,825

SEC source: 0001127602-24-029929 · form4.xml · nonDerivative · entry 1

Newhouse Phyllis W. · CIK 0001847751 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 111,455

SEC source: 0001127602-24-021681 · form4.xml · nonDerivative · entry 1

Newhouse Phyllis W. · CIK 0001847751 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 124,037

F1 · shares: Consists of 2,142 restricted stock units ("RSUs") granted to the Reporting Person under the 2021 Equity Incentive Plan (the "Plan"), pursuant to the Amended and Restated Non-Employee Director Compensation Policy of the Issuer, vesting on the earlier of (i) August 1, 2025 and (ii) the day before the Issuer's next annual meeting of shareholders after the grant date, in each case, subject to the Reporting Person's continuous service as defined in the Plan through the vesting date. The RSUs are payable in an equivalent number of shares of common stock of the Issuer.

F2 · balance_after: On August 31, 2023, the Issuer effected a 1-for-35 reverse stock split (the "Reverse Stock Split") of its outstanding shares of Common Stock. The numbers of shares of Common Stock reported on this Form 4 have been adjusted to reflect the Reverse Split unless otherwise noted.

F3 · balance_after: Also includes 1,154 RSUs granted to the Reporting Person under the Plan vesting in three equal annual installments such that the RSUs are fully vested on December 31, 2024, subject to the Reporting Person's continuous service as defined in the Plan through each vesting date. The RSUs are payable in an equivalent number of shares of common stock of the Issuer.

SEC source: 0001127602-23-022151 · form4.xml · nonDerivative · entry 1

Newhouse Phyllis W. · CIK 0001847751 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 4,266,402

F1 · shares: Consists of 75,000 restricted stock units ("RSUs") granted to the Reporting Person under the 2021 Equity Incentive Plan (the "Plan"), pursuant to the Amended and Restated Non-Employee Director Compensation Policy of the Issuer, vesting on the earlier of (i) August 3, 2024 and (ii) the day before the Issuer's next annual meeting of shareholders after the grant date, in each case, subject to the Reporting Person's continuous service as defined in the Plan through the vesting date. The RSUs are payable in an equivalent number of shares of common stock of the Issuer.

F2 · balance_after: Also includes 40,404 RSUs granted to the Reporting Person under the Plan vesting in three equal annual installments such that the RSUs are fully vested on December 31, 2024, subject to the Reporting Person's continuous service as defined in the Plan through each vesting date. The RSUs are payable in an equivalent number of shares of common stock of the Issuer.

SEC source: 0001127602-22-019628 · form4.xml · nonDerivative · entry 1

Newhouse Phyllis W. · CIK 0001847751 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 4,191,402

F1 · shares: Consists of 99,009 restricted stock units ("RSUs") granted to the Reporting Person under the 2021 Equity Incentive Plan (the "Plan"), pursuant to the Non-Employee Director Compensation Policy of the Issuer, vesting on the earlier of (i) July 19, 2023 and (ii) the day before the Issuer's next annual meeting of shareholders after the grant date, in each case, subject to the Reporting Person's continuous service as defined in the Plan through the vesting date. The RSUs are payable in an equivalent number of shares of common stock of the Issuer.

F2 · balance_after: Also includes (i) 40,404 RSUs vesting in three equal annual installments commencing on December 31, 2022, subject to the Reporting Person's continuous service as defined in the Plan through each vesting date and (ii) 4,051,989 shares of common stock. The RSUs are payable in an equivalent number of shares of common stock of the Issuer.

SEC source: 0001209191-22-023931 · doc4.xml · nonDerivative · entry 1

Newhouse Phyllis W. · CIK 0001847751 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 4,338,876

F1 · shares: Consists of 40,404 restricted stock units granted to the Reporting Person under the 2021 Equity Incentive Plan (the "Plan"), pursuant to the Non-Employee Director Compensation Policy, vesting in three equal annual installments commencing on December 31, 2022 subject to the Reporting Person's continuous service as defined in the Plan through each vesting date. The restricted stock units are payable in an equivalent number of shares of common stock of the Issuer.

F2 · balance_after: Consists of 4,298,472 shares of common stock previously received by the Reporting Person as a liquidating distribution from Athena Technology Sponsor LLC in connection with Athena Technology Acquisition Corp's business combination with Heliogen, Inc.

SEC source: 0001213900-22-000590 · ownership.xml · derivative · entry 6

Newhouse Phyllis W. · CIK 0001847751 · Director

Athena Technology Sponsor LLC · CIK 0001840489 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 338,333

Underlying: Common Stock · 338,333 shares

Expires not disclosed

F2 · kind: In connection with the consummation of the Business Combination, 700,000 private placement units held by Athena Technology Sponsor LLC ("Sponsor"), which consisted of one share of Class A common stock and one-third of one redeemable warrant, separated into their constituent securities.

F4 · shares: Consists of shares of common stock received by Phyllis W. Newhouse as a liquidating distribution from the Sponsor.

F2 · price: In connection with the consummation of the Business Combination, 700,000 private placement units held by Athena Technology Sponsor LLC ("Sponsor"), which consisted of one share of Class A common stock and one-third of one redeemable warrant, separated into their constituent securities.

F9 · derivative.expiration_date: The redeemable warrants expire five years after the completion of the Business Combination, at 5:00 p.m., New York City time, or earlier upon redemption or liquidation.

F1 · derivative.underlying: On December 30, 2021, Athena Technology Acquisition Corp. ("Athena") consummated its business combination (the "Business Combination") with Heliogen, Inc. ("Heliogen"), with the combined company being renamed "Heliogen, Inc." (the "Issuer"). In connection with the Business combination, the Issuer amended and restated its amended and restated certificate of incorporation, whereby the Issuer's Class A common stock and Class B common stock were reclassified in to one class of common stock.

F4 · balance_after: Consists of shares of common stock received by Phyllis W. Newhouse as a liquidating distribution from the Sponsor.

F5 · ownership.direct: Ms. Newhouse is the record holder of the reported securities. Ms. Newhouse is also a director of the Issuer.

SEC source: 0001213900-22-000590 · ownership.xml · derivative · entry 5

Newhouse Phyllis W. · CIK 0001847751 · Director

Athena Technology Sponsor LLC · CIK 0001840489 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 0

Underlying: Common Stock · 8,566,667 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · derivative.exercise_price: On December 30, 2021, Athena Technology Acquisition Corp. ("Athena") consummated its business combination (the "Business Combination") with Heliogen, Inc. ("Heliogen"), with the combined company being renamed "Heliogen, Inc." (the "Issuer"). In connection with the Business combination, the Issuer amended and restated its amended and restated certificate of incorporation, whereby the Issuer's Class A common stock and Class B common stock were reclassified in to one class of common stock.

F6 · kind: In connection with the consummation of the Business Combination, the shares of Class B common stock held by the Sponsor automatically converted into shares of Class A common stock on a one-for-one basis, which was reclassified into common stock (see footnote 1).

F7 · shares: The Sponsor was the record holder of the reported shares, which were distributed upon its liquidation in connection with the Business Combination. Ms. Newhouse and Isabelle Freidheim are each a managing member of the Sponsor and may be deemed to have or share the beneficial ownership of the securities that were held by the Sponsor. Ms. Newhouse is also a director of the Issuer. Ms. Freidheim resigned as a director of the Issuer upon consummation of the Business Combination. Ms. Newhouse disclaims beneficial ownership over any securities held by the Sponsor except to the extent of her pecuniary interest therein and over any securities held by Ms. Freidheim.

F6 · derivative.exercise_date: In connection with the consummation of the Business Combination, the shares of Class B common stock held by the Sponsor automatically converted into shares of Class A common stock on a one-for-one basis, which was reclassified into common stock (see footnote 1).

F6 · derivative.expiration_date: In connection with the consummation of the Business Combination, the shares of Class B common stock held by the Sponsor automatically converted into shares of Class A common stock on a one-for-one basis, which was reclassified into common stock (see footnote 1).

F1 · derivative.underlying: On December 30, 2021, Athena Technology Acquisition Corp. ("Athena") consummated its business combination (the "Business Combination") with Heliogen, Inc. ("Heliogen"), with the combined company being renamed "Heliogen, Inc." (the "Issuer"). In connection with the Business combination, the Issuer amended and restated its amended and restated certificate of incorporation, whereby the Issuer's Class A common stock and Class B common stock were reclassified in to one class of common stock.

F7 · ownership.direct: The Sponsor was the record holder of the reported shares, which were distributed upon its liquidation in connection with the Business Combination. Ms. Newhouse and Isabelle Freidheim are each a managing member of the Sponsor and may be deemed to have or share the beneficial ownership of the securities that were held by the Sponsor. Ms. Newhouse is also a director of the Issuer. Ms. Freidheim resigned as a director of the Issuer upon consummation of the Business Combination. Ms. Newhouse disclaims beneficial ownership over any securities held by the Sponsor except to the extent of her pecuniary interest therein and over any securities held by Ms. Freidheim.

SEC source: 0001213900-22-000590 · ownership.xml · nonDerivative · entry 4

Newhouse Phyllis W. · CIK 0001847751 · Director

Athena Technology Sponsor LLC · CIK 0001840489 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 4,293,472

F1 · security: On December 30, 2021, Athena Technology Acquisition Corp. ("Athena") consummated its business combination (the "Business Combination") with Heliogen, Inc. ("Heliogen"), with the combined company being renamed "Heliogen, Inc." (the "Issuer"). In connection with the Business combination, the Issuer amended and restated its amended and restated certificate of incorporation, whereby the Issuer's Class A common stock and Class B common stock were reclassified in to one class of common stock.

F3 · kind: In connection with the Business combination, the Sponsor liquidated and distributed the reported securities to its members.

F3 · shares: In connection with the Business combination, the Sponsor liquidated and distributed the reported securities to its members.

F3 · price: In connection with the Business combination, the Sponsor liquidated and distributed the reported securities to its members.

F4 · balance_after: Consists of shares of common stock received by Phyllis W. Newhouse as a liquidating distribution from the Sponsor.

F5 · ownership.direct: Ms. Newhouse is the record holder of the reported securities. Ms. Newhouse is also a director of the Issuer.

SEC source: 0001213900-22-000590 · ownership.xml · nonDerivative · entry 3

Newhouse Phyllis W. · CIK 0001847751 · Director

Athena Technology Sponsor LLC · CIK 0001840489 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 9,415,000

F1 · security: On December 30, 2021, Athena Technology Acquisition Corp. ("Athena") consummated its business combination (the "Business Combination") with Heliogen, Inc. ("Heliogen"), with the combined company being renamed "Heliogen, Inc." (the "Issuer"). In connection with the Business combination, the Issuer amended and restated its amended and restated certificate of incorporation, whereby the Issuer's Class A common stock and Class B common stock were reclassified in to one class of common stock.

F8 · kind: Pursuant to that certain Sponsor Support Agreement, by and among Athena, the Sponsor and Heliogen, in connection with the Business Combination, 510,000 shares of common stock were issued to the Sponsor by the Issuer.

F7 · shares: The Sponsor was the record holder of the reported shares, which were distributed upon its liquidation in connection with the Business Combination. Ms. Newhouse and Isabelle Freidheim are each a managing member of the Sponsor and may be deemed to have or share the beneficial ownership of the securities that were held by the Sponsor. Ms. Newhouse is also a director of the Issuer. Ms. Freidheim resigned as a director of the Issuer upon consummation of the Business Combination. Ms. Newhouse disclaims beneficial ownership over any securities held by the Sponsor except to the extent of her pecuniary interest therein and over any securities held by Ms. Freidheim.

F8 · price: Pursuant to that certain Sponsor Support Agreement, by and among Athena, the Sponsor and Heliogen, in connection with the Business Combination, 510,000 shares of common stock were issued to the Sponsor by the Issuer.

F7 · ownership.direct: The Sponsor was the record holder of the reported shares, which were distributed upon its liquidation in connection with the Business Combination. Ms. Newhouse and Isabelle Freidheim are each a managing member of the Sponsor and may be deemed to have or share the beneficial ownership of the securities that were held by the Sponsor. Ms. Newhouse is also a director of the Issuer. Ms. Freidheim resigned as a director of the Issuer upon consummation of the Business Combination. Ms. Newhouse disclaims beneficial ownership over any securities held by the Sponsor except to the extent of her pecuniary interest therein and over any securities held by Ms. Freidheim.

SEC source: 0001213900-22-000590 · ownership.xml · nonDerivative · entry 2

Newhouse Phyllis W. · CIK 0001847751 · Director

Athena Technology Sponsor LLC · CIK 0001840489 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 8,905,000

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · security: On December 30, 2021, Athena Technology Acquisition Corp. ("Athena") consummated its business combination (the "Business Combination") with Heliogen, Inc. ("Heliogen"), with the combined company being renamed "Heliogen, Inc." (the "Issuer"). In connection with the Business combination, the Issuer amended and restated its amended and restated certificate of incorporation, whereby the Issuer's Class A common stock and Class B common stock were reclassified in to one class of common stock.

F6 · kind: In connection with the consummation of the Business Combination, the shares of Class B common stock held by the Sponsor automatically converted into shares of Class A common stock on a one-for-one basis, which was reclassified into common stock (see footnote 1).

F7 · shares: The Sponsor was the record holder of the reported shares, which were distributed upon its liquidation in connection with the Business Combination. Ms. Newhouse and Isabelle Freidheim are each a managing member of the Sponsor and may be deemed to have or share the beneficial ownership of the securities that were held by the Sponsor. Ms. Newhouse is also a director of the Issuer. Ms. Freidheim resigned as a director of the Issuer upon consummation of the Business Combination. Ms. Newhouse disclaims beneficial ownership over any securities held by the Sponsor except to the extent of her pecuniary interest therein and over any securities held by Ms. Freidheim.

F6 · price: In connection with the consummation of the Business Combination, the shares of Class B common stock held by the Sponsor automatically converted into shares of Class A common stock on a one-for-one basis, which was reclassified into common stock (see footnote 1).

F7 · ownership.direct: The Sponsor was the record holder of the reported shares, which were distributed upon its liquidation in connection with the Business Combination. Ms. Newhouse and Isabelle Freidheim are each a managing member of the Sponsor and may be deemed to have or share the beneficial ownership of the securities that were held by the Sponsor. Ms. Newhouse is also a director of the Issuer. Ms. Freidheim resigned as a director of the Issuer upon consummation of the Business Combination. Ms. Newhouse disclaims beneficial ownership over any securities held by the Sponsor except to the extent of her pecuniary interest therein and over any securities held by Ms. Freidheim.

SEC source: 0001213900-22-000590 · ownership.xml · nonDerivative · entry 1

Newhouse Phyllis W. · CIK 0001847751 · Director

Athena Technology Sponsor LLC · CIK 0001840489 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 338,333

F1 · security: On December 30, 2021, Athena Technology Acquisition Corp. ("Athena") consummated its business combination (the "Business Combination") with Heliogen, Inc. ("Heliogen"), with the combined company being renamed "Heliogen, Inc." (the "Issuer"). In connection with the Business combination, the Issuer amended and restated its amended and restated certificate of incorporation, whereby the Issuer's Class A common stock and Class B common stock were reclassified in to one class of common stock.

F2 · kind: In connection with the consummation of the Business Combination, 700,000 private placement units held by Athena Technology Sponsor LLC ("Sponsor"), which consisted of one share of Class A common stock and one-third of one redeemable warrant, separated into their constituent securities.

F3 · kind: In connection with the Business combination, the Sponsor liquidated and distributed the reported securities to its members.

F2 · shares: In connection with the consummation of the Business Combination, 700,000 private placement units held by Athena Technology Sponsor LLC ("Sponsor"), which consisted of one share of Class A common stock and one-third of one redeemable warrant, separated into their constituent securities.

F3 · shares: In connection with the Business combination, the Sponsor liquidated and distributed the reported securities to its members.

F2 · price: In connection with the consummation of the Business Combination, 700,000 private placement units held by Athena Technology Sponsor LLC ("Sponsor"), which consisted of one share of Class A common stock and one-third of one redeemable warrant, separated into their constituent securities.

F3 · price: In connection with the Business combination, the Sponsor liquidated and distributed the reported securities to its members.

F4 · balance_after: Consists of shares of common stock received by Phyllis W. Newhouse as a liquidating distribution from the Sponsor.

F5 · ownership.direct: Ms. Newhouse is the record holder of the reported securities. Ms. Newhouse is also a director of the Issuer.

SEC source: 0001213900-21-023886 · ownership.xml · derivative · entry 1

Athena Technology Sponsor LLC · CIK 0001840489 · 10% owner

Newhouse Phyllis W. · CIK 0001847751 · Director · Chief Executive Officer · 10% owner

Freidheim Isabelle D. · CIK 0001847748 · Director · Chairman of the BOD · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 8,566,667

Underlying: Class A Common Stock · 1,250,000 shares

Expires not disclosed

F1 · derivative.exercise_price: The shares of Class B common stock will automatically convert into shares of Class A common stock upon the consummation of the Issuer's initial business combination on a one-for-one basis. The Class B common stock has no expiration date.

F2 · kind: As contemplated in connection with the initial public offering of the Issuer, 1,250,000 shares of Class B common stock of the Issuer were returned by the reporting persons to the Issuer for no consideration and cancelled because the underwriters' over-allotment option was not exercised.

F1 · derivative.exercise_date: The shares of Class B common stock will automatically convert into shares of Class A common stock upon the consummation of the Issuer's initial business combination on a one-for-one basis. The Class B common stock has no expiration date.

F1 · derivative.expiration_date: The shares of Class B common stock will automatically convert into shares of Class A common stock upon the consummation of the Issuer's initial business combination on a one-for-one basis. The Class B common stock has no expiration date.

F3 · balance_after: Athena Technology Sponsor LLC (the "Sponsor") is the record holder of the shares of Class B common stock reported herein. Ms. Newhouse and Ms. Freidheim are the managing members of the Sponsor and have voting and investment discretion with respect to the common stock held of record by the Sponsor. Each such person disclaims any beneficial ownership of the reported shares other than to the extent of any pecuniary interest they may have therein, directly or indirectly.

SEC source: 0001213900-21-018304 · ownership.xml · nonDerivative · entry 1

Athena Technology Sponsor LLC · CIK 0001840489 · 10% owner

Freidheim Isabelle D. · CIK 0001847748 · Director · Chairman of the BOD · 10% owner

Newhouse Phyllis W. · CIK 0001847751 · Director · Chief Executive Officer · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 700,000

F1 · kind: Consists of 700,000 private placement units purchased by Athena Technology Sponsor LLC ("Sponsor") for $10.00 per unit in a private placement transaction with the Issuer. Each such unit consists of one share of Class A common stock and one-third of one redeemable warrant. Each whole warrant entitles the holder thereof to purchase one share of Class A common stock at a price of $11.50 per share, subject to adjustment.

F2 · ownership.direct: Sponsor is the record holder of the securities reported herein. Isabelle Freidheim and Phyllis W. Newhouse are managing members of the Sponsor. By virtue of these relationships, each of them may be deemed to share beneficial ownership of the securities held of record by Sponsor. Each of them disclaims any such beneficial ownership except to the extent of their pecuniary interest therein.