Kadem Management, LLC - 03 May 2021 Form 4/A - Amendment Insider Report for Kadem Sustainable Impact Corp

Role
10%+ Owner
Signature
Kadem Management, LLC, By: /s/ Charles Gassenheimer, Managing Member
Issuer symbol
N/A
Transactions as of
03 May 2021
Net transactions value
$0
Form type
4/A - Amendment
Filing time
27 Oct 2022, 18:55:04 UTC
Date Of Original Report
03 May 2021
Previous filing
27 Oct 2022
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
transaction KSI Class B Common Stock Other -656,250 -13% 4,375,000 03 May 2021 Class A Common Stock 656,250 Direct F1, F2, F3, F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 The shares of Class B Common Stock are convertible into shares of the Issuer's Class A Common Stock on a one-for-one basis, subject to adjustment pursuant to certain anti-dilution rights, and have no expiration date.
F2 The Class B Common Stock owned by Kadem Management, LLC included up to 656,250 shares that were subject to forfeiture in the event the underwriters of the initial public offering of the Issuer's securities did not exercise in full their over-allotment option as described in the Issuer's Registration Statement on Form S-1 (File No. 333-253595). Because the underwriters did not exercise their over-allotment option, Kadem Management, LLC forfeited 656,250 shares of Class B Common Stock on May 3, 2021 for cancellation by the Issuer.
F3 Kadem Management, LLC is the record holder of the shares reported herein. Raymond E. Mabus, Jr. and Charles Gassenheimer are the managing members of Kadem Management, LLC.
F4 Each of Mr. Mabus and Mr. Gassenheimer may be deemed to have or share beneficial ownership of the common stock held directly by Kadem Management, LLC. Each such person disclaims any such beneficial ownership of such securities except to the extent of their pecuniary interest therein, and this report shall not be deemed an admission that the reporting person is the beneficial owner of the securities for purposes of Section 16 or for any other purpose.

Remarks:

As previously reported on the Form 3 jointly filed March 16, 2021, as amended, each of Mr. Mabus and Mr. Gassenheimer, as the managing members of Kadem Management, LLC, may be deemed to have or share beneficial ownership of the common stock held directly by Kadem Management, LLC. This Form 4 is being amended solely to add Mr. Mabus and Mr. Gassenheimer as joint filers and to modify box 6 to reflect the joint filing.