Perception Capital Partners II LLC - Oct 27, 2021 Form 3 Insider Report for Perception Capital Corp. II (PCCT)

Role
10%+ Owner
Signature
/s/ See Signatures Included in Exhibit 99.1
Stock symbol
PCCT
Transactions as of
Oct 27, 2021
Transactions value $
$0
Form type
3
Date filed
10/27/2021, 09:48 PM
Next filing
Oct 18, 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 PCCT Class B ordinary shares Oct 27, 2021 Class A ordinary shares 5.66M 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. 333-255107) under the heading "Description of Securities--Founder Shares", the Class B ordinary shares, par value $0.0001 per share, will automatically convert into Class A ordinary shares, par value $0.0001 per share, of the issuer at the time of the issuer's initial business combination, or earlier at the option of the holder, on a one-for-one basis, subject to adjustment for share splits, share capitalizations, reorganizations, recapitalizations and the like, and certain anti-dilution rights and have no expiration date.
F2 The Class B ordinary shares beneficially owned by the reporting person include up to 750,000 shares that are subject to forfeiture to the extent the underwriters of the initial public offering of the issuer's securities do not exercise in full their over-allotment option as described in the issuer's registration statement.
F3 The reporting person is managed by controlled by Perception Capital Partners LLC, which is controlled by Northern Pacific Group, L.P. Scott Honour and Marcy Haymaker may be deemed to beneficially own shares held by Perception Capital Partners II LLC by virtue of their indirect shared control over our sponsor.