VMG Consumer Acquisition Holdings, LLC - 15 Nov 2021 Form 3 Insider Report for VMG Consumer Acquisition Corp.

Role: 10%+ Owner
Signature: VMG Consumer Acquisition Holdings, LLC /s/ Aarti Kapoor, Chief Executive Officer
Issuer symbol: N/A
Transactions as of: 15 Nov 2021
Net transactions value: $0
Form type: 3
Filing time: 16 Nov 2021, 18:25:43 UTC
SEC: View on sec.gov

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	VMGA	Class B Common Stock							15 Nov 2021	Class A Common Stock	5,585,000		See footnote	F1, F2, F3

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

Explanation of Responses:

Id	Content
F1	The reporting person owns 5,585,000 shares of Class B Common Stock, par value $0.0001 per share, which will automatically convert into the Issuer's Class A Common Stock at the time of the Issuer's initial business combination on a one-for-one basis, subject to adjustment pursuant to certain anti-dilution rights, and have no expiration date.
F2	Includes up to 750,000 shares of Class B Common Stock that are subject to forfeiture if the underwriters in the Issuer's initial public offering of common stock do not exercise their over-allotment option in full or in part.
F3	The Class B common stock reported herein are held of record by VMG Consumer Acquisition Holdings, LLC, ("VMG Consumer Holdings"). VMG Partners IV GP, L.P. is the general partner of VMG Partners IV, L.P. and its parallel vehicle, VMG Partners Mentors Circle IV, L.P., which jointly control VMG Consumer Acquisition Holdings, LLC as its sole members with consent rights. Voting and investment determinations with respect to the securities held of record by VMG Consumer Acquisition Holdings, LLC have been delegated by VMG Partners IV GP, L.P. to VMG Partners II, LLC. VMG Partners II, LLC is controlled by its members, consisting of Michael Mauze, Wayne Wu and Robin Tsai. Accordingly, each of the entities and individuals named herein may be deemed to share beneficial ownership of the securities held of record by VMG Consumer Acquisition Holdings, LLC. Each of them disclaims any such beneficial ownership.