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Form 4/A EVERSPIN TECHNOLOGIES For: Nov 12 Filed by: Socolof Stephen

November 29, 2021 4:45 PM EST
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Expires: December 31, 2014
Estimated average burden
hours per response: 0.5
  
 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person *
Socolof Stephen
(Last) (First) (Middle)
C/O NEW VENTURE PARTNERS
P.O. BOX 881
(Street)
NEW PROVIDENCE NJ 07974
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
EVERSPIN TECHNOLOGIES INC [ MRAM ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
Officer (give title below) X Other (specify below)
Former 10% Holder
3. Date of Earliest Transaction (Month/Day/Year)
11/12/2021
4. If Amendment, Date of Original Filed (Month/Day/Year)
11/24/2021		 6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 11/12/2021   S   250,000 (1) D $ 10.41 (2) 2,010,991 I See Footnote (3)
Common Stock 11/19/2021   S   190,765 (4) D $ 12.39 (5) 1,820,226 I See Footnote (6)
Common Stock 11/23/2021   S   70,210 (7) D $ 12.41 (8) 1,750,016 I See Footnote (9)
Common Stock               29,131 D  
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Explanation of Responses:
1. The shares were sold as follows: 217,391 by NV Partners IV L.P. ("NV IV") and 32,609 by NV Partners IVC L.P. ("NVI VC"). NVPG IV LLC ("NVPG") is the general partner of NV IV and NV IVC. Messrs. Socolof, Garman and Ulhman are individual managing members of NVPG. Each Reporting Person disclaims beneficial ownership over the shares reported herein, and this report shall not be deemed an admission of beneficial ownership for the purposes of Section 16 or for any other purpose, except to the extent of his or its proportionate pecuniary interest therein.
2. Represents weighted average sales price. The shares were sold at prices ranging from $10.15 to $10.814. The Reporting Person will provide upon request, to the SEC, the Issuer or security holder of the Issuer, full information regarding the number of shares sold at each separate price.
3. The shares are held as follows: 1,748,690 by NV IV and 262,301 by NV IVC.
4. The shares were sold as follows: 165,882 by NV IV and 24,883 by NVI VC.
5. Represents weighted average sales price. The shares were sold at prices ranging from $12.20 to $12.54. The Reporting Person will provide upon request, to the SEC, the Issuer or security holder of the Issuer, full information regarding the number of shares sold at each separate price.
6. The shares are held as follows: 1,582,808 by NV IV and 237,418 by NVIVC.
7. The shares were sold as follows: 61,052 by NV IV and 9,158 by NVIVC.
8. Represents weighted average sales price. The shares were sold at prices ranging from $12.40 to $12.49. The Reporting Person will provide upon request, to the SEC, the Issuer or security holder of the Issuer, full information regarding the number of shares sold at each separate price.
9. The shares are held as follows: 1,521,756 by NV IV and 228,260 by NVIVC.
Remarks:
The amendment is being filed to correct the date of earliest transaction and to include the additional Reporting Persons.
/s/ Matt Hemington, attorney-in-fact for Stephen J. Socolof 11/29/2021
** Signature of Reporting Person Date
/s/ Matt Hemington, attorney-in-fact for NVPG IV LLC 11/29/2021
** Signature of Reporting Person Date
/s/ Matt Hemington, attorney-in-fact for NV Partners IV LP 11/29/2021
** Signature of Reporting Person Date
/s/ Matt Hemington, attorney-in-fact for NV Partners IV-C LP 11/29/2021
** Signature of Reporting Person Date
/s/ Matt Hemington, attorney-in-fact for Andrew Garman 11/29/2021
** Signature of Reporting Person Date
/s/ Matt Hemington, attorney-in-fact for Thomas M. Uhlman 11/29/2021
** 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.

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