Decarbonization Plus Acquisition Sponsor III LLC - May 7, 2021 Form 4 Insider Report for Decarbonization Plus Acquisition Corp III (SLDP)

Role
10%+ Owner
Signature
Decarbonization Plus Acquisition Sponsor III LLC, /s/ Peter Haskopoulos, Officer
Stock symbol
SLDP
Transactions as of
May 7, 2021
Transactions value $
$0
Form type
4
Date filed
5/7/2021, 04:44 PM
Next filing
Oct 27, 2021

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction SLDP Class B Common Stock, par value $0.0001 per share Other -1.31M -13.58% 8.35M May 7, 2021 Class A Common Stock 1.31M See footnotes F1, F2, F3, F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 The shares of Class B Common Stock are convertible into shares of the Issuer's Class A Common Stock on a one-for-one basis, subject to adjustment pursuant to certain anti-dilution rights, and have no expiration date.
F2 The Class B Common Stock owned by Decarbonization Plus Acquisition Sponsor III LLC included up to 1,312,500 shares that were subject to forfeiture in the event the underwriters of the initial public offering of the Issuer's securities did not exercise in full their over-allotment option as described in the Issuer's Registration Statement on Form S-1 (File No. 333-253094). Because the underwriters did not exercise their over-allotment option and the option expired, Decarbonization Plus Acquisition Sponsor III LLC forfeited 1,312,500 shares of Class B Common Stock on May 7, 2021 for cancellation by the Issuer.
F3 Decarbonization Plus Acquisition Sponsor III LLC is the record holder of the shares reported herein. David M. Leuschen and Pierre F. Lapeyre, Jr. are the managing directors of Riverstone Holdings LLC, which controls Decarbonization Plus Acquisition Sponsor III LLC.
F4 Each of Riverstone Holdings LLC, Mr. Leuschen and Mr. Lapeyre may be deemed to have or share beneficial ownership of the common stock held directly by Decarbonization Plus Acquisition Sponsor III LLC. Each such entity or person disclaims any such beneficial ownership of such securities except to the extent of their pecuniary interest therein, and this report shall not be deemed an admission that the reporting person is the beneficial owner of the securities for purposes of Section 16 or for any other purpose.