EG Sponsor LLC - Jul 9, 2021 Form 4 Insider Report for EG Acquisition Corp. (EGGF)

Role
10%+ Owner
Signature
EG Sponsor LLC; By: /s/ Gregg S. Hymowitz
Stock symbol
EGGF
Transactions as of
Jul 9, 2021
Transactions value $
$0
Form type
4
Date filed
7/13/2021, 08:13 PM
Previous filing
Jun 2, 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 EGGF Class B common stock Other $0 -844K -13.04% $0.00 5.63M Jul 9, 2021 Class A common stock 5.63M Direct F1, F2, F3, F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 As described in the issuer's registration statement on Form S-1 (File No. 333-255046) under the heading "Description of Securities - Founder Shares," Class B common stock of the issuer, par value $0.0001 per share ("Class B Common Stock"), will automatically convert into Class A common stock of the issuer, par value $0.0001 per share, at the time of the issuer's initial business combination, on a one-for-one basis, subject to certain adjustment, and have no expiration date.
F2 Forfeiture to the issuer for no consideration because the underwriter for the issuer's initial public offering did not exercise the over-allotment option.
F3 Class B Common Stock held directly by EG Sponsor LLC, the reporting person (the "Sponsor"). EnTrust Global Management GP LLC (the "Manager") is the manager of the Sponsor, and as such, has voting and investment discretion with respect to the common stock held of record by the Sponsor and may be deemed to have shared beneficial ownership of the ordinary shares held directly by the Sponsor. Gregg Hymowitz is the sole and managing member of GH Onshore GP LLC, which is the sole and managing member of the Manager, and as a result, may be deemed to have shared beneficial ownership (along with the Manager, GH Onshore GP LLC and the Sponsor) of the common stock held by the Sponsor. Each of the Manager, GH Onshore GP LLC and Gregg Hymowitz disclaims beneficial ownership of such securities except to the extent of its or his pecuniary interest therein.
F4 (continued from footnote 3) Gregg Hymowitz also serves as a director and Chief Executive Officer of the issuer. Each of the issuer's officers and directors may hold a direct or indirect interest in the Sponsor. An affiliate of GMF Capital has an approximately 50% membership interest in the Sponsor. Each such person disclaims any beneficial ownership of the reported shares other than to the extent of any pecuniary interest they may have therein, directly or indirectly.

Remarks:

See Exhibit 99.1 - Joint Filer Information, which is incorporated herein by reference and describes in further detail the relationships of the reporting persons to the issuer. See Exhibit 99.2 - Power of Attorney for EG Sponsor LLC See Exhibit 99.3 - Power of Attorney for EnTrust Global Management GP LLC See Exhibit 99.4 - Power of Attorney for GH Onshore GP LLC See Exhibit 99.5 Power of Attorney for Gregg Hymowitz.