Johnson David H - Aug 3, 2021 Form 3 Insider Report for Blue Whale Acquisition Corp I (BWC)

Role
Director
Signature
/s/ Johnson, David H.
Stock symbol
BWC
Transactions as of
Aug 3, 2021
Transactions value $
$0
Form type
3
Date filed
8/3/2021, 06:01 PM

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 BWC Class F ordinary shares Aug 3, 2021 Class A ordinary shares 9.6K $0.00 Direct F1, F2, F3
* 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. 333-257816) under the heading "Description of Securities--Founder Shares," on the first business day following the closing of the issuer's initial business combination, the Class F ordinary shares will automatically convert into Class A ordinary shares at a ratio such that the number of Class A ordinary shares issuable upon conversion of all Class F ordinary shares will equal, in the aggregate on an as-converted basis, 10% of the sum of (i) the total number of all Class A ordinary shares issued and outstanding upon completion of the issuer's initial public offering ("IPO") (including any over-allotment shares if the underwriters exercise their over-allotment option and without giving effect to any redemptions of any public shares in connection with the initial business combination),
F2 (Continued from Footnote 1) plus (ii) the total number of Class A ordinary shares issued or deemed issued or issuable upon conversion of the Class F ordinary shares, plus (iii) unless waived by Blue Whale Sponsor I LLC, the total number of Class A ordinary shares or equity-linked securities exercisable for or convertible into Class A ordinary shares issued, deemed issued, or to be issued, in connection with or in relation to the consummation of the initial business combination, including any forward purchase shares, and excluding (x) any Class A ordinary shares or equity-linked securities exercisable for or convertible into Class A ordinary shares issued, deemed issued, or to be issued,
F3 (Continued from Footnote 2) to any seller in the initial business combination and (y) any Class A ordinary shares issuable upon conversion of the Class G founder shares. If calculated based on the public shares outstanding as of immediately after the IPO, the Class F ordinary shares would be convertible (on the first day following the completion of the issuer's business combination) into an aggregate of 2,222,222 Class A ordinary shares (assuming no exercise of the over-allotment option)