Shihuang Xie - Jan 28, 2022 Form 4 Insider Report for Angel Pond Holdings Corp (POND)

Role: 10%+ Owner
Signature: Shihuang Xie
Stock symbol: POND
Transactions as of: Jan 28, 2022
Transactions value $: $0
Form type: 4
Date filed: 2/2/2022, 08:10 AM
Previous filing: Jul 7, 2021

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	POND	Class B Ordinary Shares	Other		0	0%		6.64M	Jan 28, 2022	Class A Ordinary Shares	0		See Explanation of Responses	F1, F2, F3

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

Explanation of Responses:

Id	Content
F1	On January 28, 2022, Angel Pond Partners LLC, Lionyet International Ltd., Theodore Wang and Shihuang Xie agreed to sell 10,000 Class B Ordinary Shares, par value $0.0001 per share (the "Class B Shares"), of Angel Pond Holdings Corp. (the "Issuer") pursuant to a forward purchase agreement. As described in the issuer's registration statement on Form S-1 (File No. 333-253990), as amended, under the heading "Principal Shareholders," the obligation to deliver the Class B Shares pursuant to the prepaid forwards is triggered by the consummation of an initial business combination. Until the transfers are consummated, Angel Pond Partners LLC will retain total voting and disposition control over the founder shares subject to the forward purchase agreements, subject to the future delivery obligations.
F2	(Continued from Footnote 1) As described in the issuer's registration statement on Form S-1 (File No. 333-253990), as amended, under the heading "Description of Securities--Founder Shares," the Class B ordinary shares, par value $0.0001 per share, of the issuer will automatically convert into Class A ordinary shares, par value $0.0001 per share, of the issuer at the time of, or immediately following, the issuer's initial business combination, on a one-for-one basis, subject to certain adjustments, and have no expiration date.
F3	Shihuang Xie is the director of Lionyet International Ltd. Lionyet International Ltd and Theodore Wang are the co-managing members of Angel Pond Partners LLC and together exercise voting and investment power with respect to the Class B ordinary shares held by Angel Pond Partners LLC. The shares beneficially owned by Angel Pond Partners LLC may also be deemed to be beneficially owned by Mr. Xie, Lionyet International Ltd. and Theodore Wang.