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FORM SCHEDULE 13D/A
AI

Ownership Report - January 10, 2025

Filed January 10, 2025
·
0000950170-25-004309

Peter Beck's trust exchanges 50.95M common shares for convertible preferred stock.

Brief

This Schedule 13D Amendment No. 3 discloses the Jan 7, 2025, closing of an exchange where Equatorial Trust (controlled by CEO Peter Beck) swapped 50,951,250 common shares for equivalent Series A Convertible Participating Preferred Stock. Peter Beck's beneficial ownership remains 51,306,468 shares (10.26%). Relevant for investors tracking insider holdings and control.

Detailed Brief

Rocket Lab USA, Inc. filed this Amendment No. 3 to its Schedule 13D (originally filed Sep 2021) on Jan 10, 2025, reporting a material event on Jan 7, 2025: the Company issued 50,951,250 shares of newly designated Series A Convertible Participating Preferred Stock to Equatorial Trust in exchange for the Trust's 50,951,250 common shares. Peter Beck, CEO and a director of the Trust's trustee (Peek Street Equatorial Trustee Ltd), along with directors Kerryn Beck and Warren Butler, share voting and dispositive power over the Trust's holdings; Beck also holds 355,218 RSUs convertible within 60 days. Percentages calculated on 499,911,078 common shares outstanding per Nov 2024 10-Q. No other transactions in past 60 days. This restructures Beck's stake while maintaining beneficial ownership near 10.2%, aligning with Rocket Lab's space launch business where founder control is key.

Key Telemetry

  • Jan 7, 2025: Equatorial Trust exchanged 50,951,250 common shares for 50,951,250 Series A Convertible Participating Preferred shares.
  • Peter Beck beneficially owns 51,306,468 shares (10.26%), including 355,218 RSUs and shared Trust control.
  • Trust holds sole voting/dispositive on preferred; Beck et al. share power; based on 499.9M shares outstanding (Nov 2024).
  • No other common stock transactions by reporting persons in past 60 days.

Risk Signals

Related Party
Company exchanged 50,951,250 common shares ($0.0001 par) for preferred stock with Equatorial Trust, an insider-owned entity controlled by CEO Peter Beck and affiliates.

Impact Vector

For Rocket Lab investors, this exchange preserves CEO Peter Beck's ~10% beneficial ownership and influence without issuing new shares or diluting common holders. Near-term, no shift in control; strategically, convertible participating preferred may offer Beck liquidation/dividend preferences, reinforcing long-term alignment. Monitor preferred conversion triggers, future 13D amendments, updated share count in upcoming filings, and any preferred rights impacting governance or M&A.

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