Black Spade Sponsor LLC - Jul 15, 2021 Form 3 Insider Report for Black Spade Acquisition Co (BSAQU)

Role
10%+ Owner
Signature
/s/ Black Spade Sponsor LLC, By: /s/ Chi Wai Dennis Tam, as authorized signatory
Stock symbol
BSAQU
Transactions as of
Jul 15, 2021
Transactions value $
$0
Form type
3
Date filed
7/15/2021, 06:56 AM
Next filing
Aug 14, 2023

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
holding BSAQU Class B ordinary shares Jul 15, 2021 Class A ordinary shares 3.36M Direct F1, F2, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 The Class B ordinary shares of the issuer will automatically convert into Class A ordinary shares of the issuer on a one-for-one basis (subject to certain adjustments, including share sub-divisions, share capitalizations, reorganizations, recapitalizations and other transactions) concurrently with or immediately following the consummation of the issuer's initial business combination, as described in the section entitled "Description of Securities" in the issuer's registration statement on Form S-1 (File No. 333-257517) filed with the Securities and Exchange Commission on June 29, 2021. The Class B ordinary shares have no expiration date.
F2 Up to 438,587 of the Class B ordinary shares reported herein will be surrendered to the issuer for no consideration after the closing of the initial public offering depending on the extent to which the underwriters' over-allotment option is exercised.
F3 The reporting person is the record holder of the Class B ordinary shares reported herein. There are three managers of the reporting person. Each manager has one vote, and the approval of two of the three managers is required to approve an action of the reporting person. Under the so-called "rule of three," if voting and dispositive decisions regarding an entity's securities are made by two or more individuals, and a voting and dispositive decision requires the approval of a majority of those individuals, then none of the individuals is deemed a beneficial owner of the entity's securities. Therefore, no individual manager of the reporting person exercises voting or dispositive control over any of the securities held by the reporting person, even those in which he directly holds a pecuniary interest. Accordingly, none of them are deemed to have or share beneficial ownership of the reported securities.