Page 3 of 5
SCHEDULE 13D
Item 1. Security and Issuer.
This Amendment No. 1 to Statement on Schedule 13D (this Schedule 13D) relates to Class B common stock, par value $0.0001
per share (the Class B Common Stock), of Astra Space, Inc. (the Issuer), the principal executive offices of which are located at 1900 Skyhawk Street Alameda, CA 94501. This Schedule 13D is being filed on behalf of
Mr. Adam London (the Reporting Person) to reflect the transfer (the Transfer) by charitable gift of 700,000 shares of Class B common Ssock (the Original Shares) of the Issuer by the Reporting Person, as
reported on that certain Form 4 filed by the Reporting Person with the U.S. Securities and Exchange Commission on December 30, 2021.
Each share of Class B Common Stock is convertible into one (1) fully paid and nonassessable share of Class A Common Stock of
the Issuer upon the occurrence of certain events, pursuant to the Second Amended and Restated Certificate of Incorporation (the Certificate) of the Issuer, as amended from time to time. Pursuant to the Certificate, the Original Shares
were converted into shares of Class A Common Stock of the Issuer upon the Transfer (the New Shares). As a condition to the Transfer, the recipient of the New Shares was required to join the Investors Rights Agreement between
the Issuer, the reporting person and the other parties thereto dated February 2, 2021 (the Investors Rights Agreement), and the New Shares are subject to the restricted transfer provisions thereunder as if the New Shares were
held by the reporting person.
Prior to the Business Combination (as defined below), the Issuer was known as Holicity Inc., a Delaware
corporation (Holicity).
Item 2. Identity and Background.
(a) This Schedule 13D is filed on behalf of the Reporting Person.
(b) The principal business address of the Reporting Person is 1900 Skyhawk Street Alameda, CA 9450.
(c) The present principal occupation of the Reporting Person is Director and Chief Technology Officer of the Issuer.
(d) During the last five years, the Reporting Person has not been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors).
(e) During the last five years, the Reporting Person was not a party to a civil proceeding of a judicial or administrative body of competent jurisdiction
and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to
such laws.
(f) The Reporting Person is a citizen of the United States of America.
Item 3. Source and Amount of Funds or Other Consideration.
The Reporting Person is deemed to beneficially own 28,443,555 shares of Class B Common Stock of the Issuer as reflected in this
Schedule 13D.
Item 4 below summarizes certain provisions of the Merger Agreement (as defined below) that pertain to the
securities acquired by the Reporting Person. Pursuant to the Merger Agreement, upon consummation of the Business Combination, the shares of Class B common stock of Astra Space, Inc., a Delaware corporation (Legacy Astra)
beneficially owned by the Reporting Person were automatically converted into shares of Class B Common Stock of the Issuer.
Item 4.
Purpose of Transaction.
On June 30, 2021 (the Closing Date), the Issuer consummated the previously announced
business combination pursuant to that certain Agreement and Plan of Merger, dated as of February 2, 2021 (as amended and/or restated from time to time , the Merger Agreement), by and among the Issuer, Holicity Merger Sub, Inc.,
a newly-formed Delaware corporation (Merger Sub), and Legacy Astra. Pursuant to the terms of the Merger Agreement, Merger Sub merged with and into Legacy Astra, with Legacy Astra surviving the merger as a wholly owned subsidiary of the
Issuer (the Business Combination). As a result of the Business Combination, Legacy Astra became a wholly-owned subsidiary of the Issuer, with the stockholders of Legacy Astra becoming stockholders of the Issuer and each outstanding share
of common stock and preferred stock of Legacy Astra was cancelled and extinguished and collectively converted into the right to receive shares of common stock of the Issuer in accordance with the Merger Agreement. Upon the consummation of the
Business Combination, Holicity changed its name to Astra Space, Inc.