Healthcare AI Acquisition LLC - Jan 24, 2022 Form 4 Insider Report for Healthcare AI Acquisition Corp. (HAIA)

Role
10%+ Owner
Signature
/s/ Patrick Hargutt, as authorized signatory
Stock symbol
HAIA
Transactions as of
Jan 24, 2022
Transactions value $
$0
Form type
4
Date filed
1/24/2022, 01:28 PM
Previous filing
Dec 10, 2021
Next filing
Jun 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
transaction HAIA Class B ordinary shares Other -359K -6.36% 5.29M Jan 24, 2022 Class A ordinary shares 359K Direct F1, F2, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 This Form 4 reflects the automatic surrender to Healthcare AI Acquisition Corp. (the "Issuer") of 359,400 shares of the Issuer's Class B ordinary shares, par value $0.0001 per share, for no consideration by the reporting person pursuant to contractual arrangements with the Issuer, triggered by the election by the underwriter of the Issuer's initial public offering to partially exercise its option to purchase additional units.
F2 As described in the Issuer's registration statement on Form S-1 (File No. 333-261193) 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.
F3 The reporting person is controlled by a four-member board of managers composed of Simon Cottle, Patrick Hargutt, Roger Priaulx and Dawn Howe. The approval of a majority of the 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 three or more individuals, and a voting or 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. This is the situation with regard to the reporting person. Based upon the foregoing analysis, no individual manager of the reporting person exercises voting or dispositive control over any of the securities held by the reporting, even those in which such manager holds a pecuniary interest. Accordingly, none of them will be deemed to have or share beneficial ownership of such securities.