Gogoro CEO Horace Luke Amends 13D Filing on Share Ownership

TL;DR

**Gogoro CEO Horace Luke just updated his ownership stake, keep an eye on insider moves!**

AI Summary

Mr. Horace Luke, CEO of Gogoro Inc., filed an amended Schedule 13D on January 8, 2024, indicating a change in his beneficial ownership of Gogoro's ordinary shares. This amendment, filed on January 10, 2024, updates his previous filing and is important for investors as it provides transparency into the holdings of a key executive, potentially signaling his confidence (or lack thereof) in the company's future. Investors should monitor such filings as they can influence market perception and stock performance.

Why It Matters

This filing updates the public record on the CEO's stake, which can be a signal of insider confidence and is crucial for investors tracking executive alignment with shareholder interests.

Risk Assessment

Risk Level: low — This filing is a routine update of an insider's ownership and does not inherently signal a high-risk event for the company.

Analyst Insight

Investors should note this routine update and consider it as part of their ongoing due diligence on insider holdings, but it doesn't immediately suggest a buy or sell action.

Key Players & Entities

• Horace Luke (person) — Reporting Person, CEO of Gogoro Inc.
• Gogoro Inc. (company) — Subject Company, issuer of the securities
• US$0.0001 (dollar_amount) — par value per share of ordinary shares
• January 8, 2024 (date) — Date of Event which Requires Filing of this Statement

Forward-Looking Statements

• Mr. Horace Luke will continue to hold a significant stake in Gogoro Inc. (Horace Luke) — high confidence, target: 2025-01-10

FAQ

Key Financial Figures

• $0.0001 — (Name of Issuer) Ordinary shares, US$0.0001 par value per share (Title of Class o
• $766,698.00 — res for an aggregate consideration of US$766,698.00. Mr. Luke was previously granted opti
• $5,490,001.00 — ion of an aggregate exercise price of US$5,490,001.00. As of the date hereof, 5,914,768 of su
• $5,490,000 — in the aggregate principal amount of US$5,490,000 from Mega International Commercial Bank
• $4,611,600 — outstanding balance of such loan was US$4,611,600. The loan will be due in September 2025
• $1,045.05 — ion of an aggregate exercise price of US$1,045.05. As of the date hereof, 6,860,410 of su

Filing Documents

• d705056dsc13da.htm (SC 13D/A) — 40KB
• 0001193125-24-005577.txt ( ) — 41KB

Source and Amount of Funds or Other Consideration

Item 3. Source and Amount of Funds or Other Consideration Item 3 of the Original Schedule 13D is hereby amended by replacing the third paragraph thereof in its entirety with the following: Mr. Luke purchased 223,694 Ordinary Shares for an aggregate consideration of US$766,698.00. Mr. Luke was previously granted options to purchase 7,886,354 Ordinary Shares in consideration for Mr. Lukes services to the Issuer. Mr. Luke exercised the options, and the Issuer issued 7,886,354 restricted shares in consideration of an aggregate exercise price of US$5,490,001.00. As of the date hereof, 5,914,768 of such shares have vested and the remaining 1,971,586 restricted shares are subject to a vesting schedule as described further in Item 6. In October 2017, Innovative Creations LLC borrowed a loan in the aggregate principal amount of US$5,490,000 from Mega International Commercial Bank Co., Ltd. to pay for the exercise price of the share options. The loan is guaranteed by Mr. Luke and unsecured. As of January 10, 2024, the outstanding balance of such loan was US$4,611,600. The loan will be due in September 2025. Ms. Nine was previously granted options to purchase 9,147,209 Ordinary Shares in consideration for Ms. Nines services to the Issuer. Ms. Nine exercised the options, and the Issuer issued 9,147,209 restricted shares in consideration of an aggregate exercise price of US$1,045.05. As of the date hereof, 6,860,410 of such shares have vested and the remaining 2,286,799 restricted shares are subject to a vesting schedule as described further in Item 6. The numbers of Ordinary Shares set forth above give effect to the share split that took place in April 2022. Unless otherwise noted, the purchases were made with Mr. Lukes and Mr. Nines personal funds, as applicable. As described further in Item 6, Mr. Luke also holds certain share options and restricted share units (RSUs) granted by the Issuer in consideration for his services to the Issuer. In addition, Ms. Nine al

of the Original Schedule 13D is hereby amended and restated in its entirety as follows

Item 5 of the Original Schedule 13D is hereby amended and restated in its entirety as follows: The information set forth in Items 2, 3 and 6 of this Schedule 13D and the cover pages of this Schedule 13D is hereby incorporated by reference into this Item 5. (a)-(b) The responses of the Reporting Person to rows 7, 8, 9, 10, 11 and 13 of the cover pages of this Schedule 13D are hereby incorporated by reference into this Item 5. As of the date hereof, (i) 5,908,202 Ordinary Shares were held by Innovative Creations LLC, (ii) 2,954,102 Ordinary Shares were held by Polymath Limited, (iii) 2,954,102 Ordinary Shares were held by Joy Billion Holdings Limited, (iv) 430,260 Ordinary Shares were held by Mr. Luke, (v) 960,374 Ordinary Shares were held by Ms. Nine, (vi) 1,969,399 Ordinary Shares are vesting within 60 days of the date hereof pursuant to the terms of the restricted shares held by Innovative Creations LLC, (vii) 984,699 Ordinary Shares are vesting within 60 days of the date hereof pursuant to the terms of the restricted shares held by Polymath Limited, (viii) 984,699 Ordinary Shares are vesting within 60 days of the date hereof pursuant to the terms of the restricted shares held by Joy Billion Holdings Limited, (ix) 2,187 Ordinary Shares are vesting within 60 days of the date hereof pursuant to the terms of the restricted shares held by Mr. Luke, (x) 1,181,250 Ordinary Shares that Mr. Luke has the right to acquire pursuant to the terms of the share options held by him, (xi) 321,485 Ordinary Shares are vesting within 60 days of the date hereof pursuant to the terms of the restricted shares held by Ms. Nine and (xii) 4,550 Ordinary Shares that Ms. Nine has the right to acquire pursuant to the terms of the share options held by her. Innovative Creations LLC is wholly owned by Mr. Luke, who is deemed to be the beneficial owner of the shares held by Innovative Creations LLC. Polymath Limited and Joy Billion Holdings Limited are wholly owned by Ms. Nine, who is deeme

Contracts, Arrangements,

Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer

of the Original Schedule 13D is hereby amended by replacing the

Item 6 of the Original Schedule 13D is hereby amended by replacing the subsections captioned Option and RSU Grants and Share Restriction Deeds thereof in their entirety with the following: Option and RSU Grants On August 18, 2022, the Issuer granted options to purchase 1,800,000 Ordinary Shares to Mr. Luke. 25% of the share options vested on September 8, 2022, 25% of the share options vested on September 8, 2023, and the remaining 50% of the share options are eligible to vest in equal parts on each of the second and third anniversaries of September 8, 2022. On August 18, 2022, the Issuer granted 400,000 RSUs to Mr. Luke. 25% of the RSUs vested on March 8, 2023, 25% of the RSUs vested on September 8, 2023, and the remaining 50% of the RSUs are eligible to vest in equal parts on each of the second and third anniversaries of September 8, 2022. On August 17, 2023, the Issuer granted options to purchase 1,125,000 Ordinary Shares to Mr. Luke. 25% of the share options vested on September 8, 2023 and the remaining 75% of the share options are eligible to vest in equal parts on each of the first three anniversary of September 8, 2023. On August 17, 2023, the Issuer granted options to purchase 18,200 Ordinary Shares to Ms. Nine. 25% of the share options vested on September 8, 2023 and the remaining 75% of the share options are eligible to vest in equal parts on each of the first three anniversary of September 8, 2023. The vesting of the options and RSUs described above is subject to continued services by Mr. Luke and Ms. Nine, as applicable, to the Issuer through the applicable vesting dates. Share Restriction Deeds According to the share restriction deed entered into by Mr. Luke, Mr. Luke holds 2,187 restricted shares as of the date hereof. All of these restricted shares are eligible to vest on March 8, 2024. According to the share restriction deed entered into by Innovative Creations LLC, Innovative Creations LLC holds 1,969,399 restricted shares as of the

Signatures

Signatures After reasonable inquiry and to the best of its knowledge and belief, the undersigned certify that the information set forth in this statement is true, complete and correct. Dated: January 10, 2024 HORACE LUKE By: /s/ Horace Luke

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View this SC 13D/A filing on SEC EDGAR