Christopher B. Ehrlich - Oct 5, 2021 Form 3 Insider Report for PHOENIX BIOTECH ACQUISITION CORP. (PBAX)

Role: CEO and and Secretary, Director, 10%+ Owner
Signature: /s/ Chris Ehrlich
Stock symbol: PBAX
Transactions as of: Oct 5, 2021
Transactions value $: $0
Form type: 3
Date filed: 10/5/2021, 06:54 PM
Previous filing: Aug 27, 2021
Next filing: Oct 8, 2021

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
holding	PBAX	Class A common stock						663K	Oct 5, 2021	By Phoenix Biotech Sponsor, LLC	F1, F2

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	PBAX	Class B common stock							Oct 5, 2021	Class A common stock	4.68M		By Phoenix Biotech Sponsor, LLC	F2, F3, F4
holding	PBAX	Warrants							Oct 5, 2021	Class A common stock	332K	$11.50	By Phoenix Biotech Sponsor, LLC	F5, F6, F7

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	These shares are held directly by the issuer's sponsor, Phoenix Biotech Sponsor, LLC (the "Sponsor") and underlie 663,263 units of the issuer that this entity irrevocably committed to purchase.
F2	These shares are held directly by the Sponsor, which managed by the reporting person. As a result, all of the shares may be deemed to be beneficially held by the reporting person. The reporting person disclaims beneficial ownership of these securities, except to the extent of his pecuniary interest therein, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for any other purpose.
F3	The Class B shares will automatically convert into Class A shares at the time of the issuer's initial business combination on a one-for-one basis, subject to certain adjustments described in the issuer's charter documents and have no expiration date.
F4	The shares of Class B common stock include up to 592,875 shares that are subject to forfeiture in the event the underwriters of the issuer's initial public offering do not exercise in full their over-allotment option.
F5	The warrants will become exercisable at the later of 30 days after the consummation of the issuer's initial business combination or 12 months from the completion of the issuer's initial public offering.
F6	The warrants will expire five years after the consummation of the issuer's initial business combination or earlier upon redemption of all of the issuer's outstanding Class A common shares or the issuer's liquidation.
F7	These warrants are held directly by Phoenix Biotech Sponsor, LLC and underlie 663,263 units of the issuer that this entity irrevocably committed to purchase.

Remarks:

Exhibit 24 - Power of Attorney