Kenneth B. Lerer - Dec 14, 2022 Form 4 Insider Report for Lerer Hippeau Acquisition Corp. (LHAA)

Role
Chairman, Director, 10%+ Owner
Signature
/s/ Daniel Rochkind, Attorney-in-fact
Stock symbol
LHAA
Transactions as of
Dec 14, 2022
Transactions value $
$0
Form type
4
Date filed
12/16/2022, 03:05 PM
Previous filing
Aug 17, 2022
Next filing
Aug 9, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction LHAA Class A common stock, $0.0001 par value per share Other -685K -100% 0 Dec 14, 2022 See Footnote F1, F2, F3

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 LHAA Class B common stock, $0.0001 par value per share Other -5.57M -100% 0 Dec 14, 2022 Class A common stock, $0.0001 par value per share 5.57M See Footnote F1, F3, F4, F5
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 On December 14, 2022, because the Issuer had not completed a business combination by December 14, 2022, as required by its Amended and Restated Certificate of Incorporation, as amended, the Issuer redeemed all issued and outstanding public shares of Class A common stock, $0.0001 par value per share (the "Public Shares"), at a per share redemption price of $10.09143587 (the "Liquidation"). On December 13, 2022, The Nasdaq Stock Market LLC filed a Form 25 with the U.S. Securities and Exchange Commission ("SEC") to delist the Issuer's securities. As a result, the Public Shares ceased trading as of the close of business on December 13, 2022. The Issuer is expected to file a Form 15 with the SEC to terminate the registration of the securities under the Securities Exchange Act of 1934, as amended. Upon the effectiveness of the Form 15, the reporting person will cease to have a reporting obligation with respect to the Issuer's securities.
F2 Reflects the cancellation by the Issuer of 685,324 shares of Class A common stock, $0.0001 par value per share, pursuant to the Liquidation.
F3 The shares are held directly by the Issuer's sponsor, LHAC Sponsor LLC (the "Sponsor"). The managing member of the Sponsor is KEB II LLC, the members of which are Eric Hippeau, Kenneth Lerer and Benjamin Lerer. Each of Mssrs. Hippeau, Lerer and Lerer have joint voting and dispositive power over the shares held by the Sponsor and disclaim beneficial ownership over any securities owned by the Sponsor in which they do not have any pecuniary interest.
F4 As described in the Issuer's registration statement on Form S-1 (File No. 333-253066) under the heading "Description of Securities--Founder Shares," the shares of Class B common stock, par value $0.0001 per share, of the Issuer automatically convert into shares of Class A common stock, par value $0.0001 per share, of the Issuer upon an initial business combination of the Issuer on a one-for-one basis, subject to certain adjustments, and have no expiration date.
F5 Reflects the cancellation by the Issuer of 5,566,546 shares of Class B common stock, $0.0001 par value per share, pursuant to the Liquidation.