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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
| Remarks: Exhibit List: See Exhibit 24.1 - Power of Attorney |
| Signatures | ||
/s/ Tobi Petrocelli | 04/04/2022 | |
| ** Signature of Reporting Person | Date | |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
| * If the form is filed by more than one reporting person, see Instruction 4 (b)(v). | ||
| ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||
LIMITED POWER OF ATTORNEY
I, Tobi Petrocelli, do hereby appoint Hilary Hageman, Stephanie McMenamy
and Holly Stamm, as my true and lawful attorneys-in-fact (each an "Attorney-in-
Fact" and, collectively, the "Attorneys-in-Fact"), each, individually or
jointly, with full power of substitution and resubstitution, to have full power
and authority to act in my name, place and stead and on my behalf to:
1) execute and deliver for and on behalf of me, in my capacity as one
or more of an officer, director, or significant stockholder of
Terran Orbital Corporation or any of its subsidiaries (collectively,
the "Company"), Forms 3, 4 and 5 and any amendments thereto under
Section 16(a) of the Securities Exchange Act of 1934, as amended
(the "Exchange Act"), and the rules and regulations thereunder;
2) do and perform any and all acts for and on behalf of me that such
Attorney-in- Fact (in his or her sole discretion) determines may be
necessary or desirable to complete and execute any such Form 3, 4 or
5, complete and execute any amendments thereto and timely file same
with the United States Securities and Exchange Commission (the
"SEC") and any stock exchange or similar authority, including,
without limitation, the filing of a Form ID or any other documents
necessary or appropriate to enable such documents to be filed
electronically with the SEC; and
3) take any other action of any type whatsoever in connection with the
foregoing which, in the sole opinion of such Attorney-in-Fact, may
be of benefit to, in the best interest of, or legally required by,
or for, me, it being understood that the documents executed by such
Attorney-in-Fact on behalf of me pursuant to this Limited Power of
Attorney shall be in such form and shall contain such information
and disclosure as such Attorney-in-Fact may approve in his or her
sole discretion.
I hereby ratify and confirm all that the Attorneys-in-Fact shall lawfully
do or cause to be done by virtue of this Limited Power of Attorney and the
rights and powers herein granted. I acknowledge that the Attorneys-in-Fact, in
serving in such capacity at my request, are not assuming, nor is the Company
assuming, (i) any of my responsibilities to comply with the requirements of the
Exchange Act or the Securities Act of 1933, as amended (the "Securities Act"),
or any liability for my failure to comply with such requirements, or (ii) any
obligation or liability I incur for profit disgorgement under Section 16(b) of
the Exchange Act. I further acknowledge that this Limited Power of Attorney
does not relieve me from responsibility for compliance with my obligations under
the Exchange Act or the Securities Act.
This Limited Power of Attorney shall remain in full force and effect until
I am no longer required to file Forms 3, 4 or 5 with respect to my holdings of
and transactions in securities issued by the Company, unless earlier revoked by
me in a signed writing delivered to the Attorneys-in-Fact.
IN WITNESS WHEREOF, I have executed this Limited Power of Attorney as of
April 4, 2022.
Signature: /s/ Tobi Petrocelli
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Name: Tobi Petrocelli
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