1
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NAMES OF REPORTING PERSONS
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Qatar Investment Authority
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a)
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(b)
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☒
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS (SEE INSTRUCTIONS)
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OO |
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5
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
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Qatar
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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7
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SOLE VOTING POWER
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0
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8
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SHARED VOTING POWER
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60,048
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9
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SOLE DISPOSITIVE POWER
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0
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10
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SHARED DISPOSITIVE POWER
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60,048
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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60,048
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12
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
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0.008%*
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14
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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OO
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Item 1. |
Security and Issuer
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Item 2. |
Identity and Background
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Item 3. |
Source and Amount of Funds or Other Consideration
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Item 4. |
Purpose of Transaction
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Item 5. |
Interest in Securities of the Issuer
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(a) |
As of the date hereof, 60,048 shares of Common Stock are owned directly by QSMA and may be deemed to be beneficially owned by QIA, as the parent and sole shareholder of QSMA. The 60,048 shares of Common Stock beneficially owned by QIA
represent 0.008% of the outstanding shares of Common Stock, based on 764,180,688 shares of Common Stock outstanding as of April 22, 2022, as reported in the Issuer’s Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2022.
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(b) |
Number of shares to which such person has:
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(i) |
Sole power to vote or direct the vote: 0
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(ii) |
Shared power to vote or direct the vote: 60,048
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(iii) |
Sole power to dispose or direct the disposition: 0
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(iv) |
Shared power to dispose or direct the disposition: 60,048
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(c) |
QIA has effected no transactions in the Common Stock within the past sixty days, except as described in Item 4 of this Schedule 13D.
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(d) |
Not applicable.
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(e) |
Not applicable.
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Item 6. |
Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer
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Item 7. |
Material to be Filed as Exhibits
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Exhibit 1 |
Equity Commitment Letter, dated as of May 4, 2022, by and among QIA TMT Holding LLC and X Holdings I, Inc. (incorporated by reference to Exhibit M to the Schedule 13D/A filed by Elon Musk with the Securities and Exchange Commission on May
5, 2022)
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Exhibit 2 |
Certificate of Incumbency
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Date: May 16, 2022
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Qatar Investment Authority
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Signature:
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/s/ Andrew Watkins
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By:
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Andrew Watkins**
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Title:
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Associate General Counsel, Compliance
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Date
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Transaction
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No. of Shares
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Price
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June 24, 2021
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Open market purchase
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6,063
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$68.25
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June 29, 2021
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Open market purchase
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6,162
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$69.00
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July 6, 2021
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Open market sale
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872
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$69.40
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July 8, 2021
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Open market purchase
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6,432
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$66.83
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July 15, 2021
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Open market purchase
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6,045
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$68.07
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July 20, 2021
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Open market purchase
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6,007
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$67.94
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Sept. 14, 2021
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Open market purchase
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5,689
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$60.19
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Sept. 24, 2021
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Open market purchase
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5,816
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$67.22
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Sept. 29, 2021
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Open market purchase
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6,584
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$60.07
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Oct. 8, 2021
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Open market purchase
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5,932
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$63.68
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Oct. 13, 2021
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Open market purchase
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6,190
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$62.20
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