Statement of Changes in Beneficial Ownership (4)

FORM 4

[ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

1. Name and Address of Reporting Person * Sexton Patrick	2. Issuer Name and Ticker or Trading Symbol Hyliion Holdings Corp. [ HYLN ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director                    _____ 10% Owner __X__ Officer (give title below)    _____ Other (specify below) Chief Technology Officer
(Last)          (First)          (Middle) C/O HYLIION HOLDINGS CORP., 1202 BMC DRIVE, SUITE 100	3. Date of Earliest Transaction (MM/DD/YYYY) 10/18/2021
(Street) CEDAR PARK, TX 78613 (City)        (State)        (Zip)	4. If Amendment, Date Original Filed (MM/DD/YYYY)	6. Individual or Joint/Group Filing (Check Applicable Line) _X _ Form filed by One Reporting Person ___ 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. Trans. Date	2A. Deemed Execution Date, if any	3. Trans. 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	10/18/2021		M		13662	A	$0.158	289502	D
Common Stock	10/18/2021		M		13661	A	$0.234	303163	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Trans. Date	3A. Deemed Execution Date, if any	4. Trans. 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		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 of Derivative Security: 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
Stock Option (Right to Buy)	$0.158	10/18/2021		M			13662	(1)	7/17/2029	Common Stock	13662	$0	109290	D
Stock Option (Right to Buy)	$0.234	10/18/2021		M			13661	(2)	1/15/2030	Common Stock	13661	$0	136613	D

Explanation of Responses:
(1)	The option, representing a right to purchase a total of 218,580 shares of common stock of the Issuer ("Common Stock"), became exercisable with respect to 25% of the Common Stock on June 3, 2020, and continues to become exercisable in equal quarterly installments thereafter over the following three years.
(2)	The option, representing a right to purchase a total of 218,580 shares of common stock of the Issuer ("Common Stock"), became exercisable with respect to 25% of the Common Stock on January 16, 2021, and continues to become exercisable in equal quarterly installments thereafter over the following three years.

Reporting Owners
Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
Sexton Patrick C/O HYLIION HOLDINGS CORP. 1202 BMC DRIVE, SUITE 100 CEDAR PARK, TX 78613			Chief Technology Officer

Signatures
/s/ Patrick Sexton		10/20/2021
**Signature of Reporting Person		Date