Jacob Smith - Apr 10, 2023 Form 4 Insider Report for Black Mountain Acquisition Corp. (BMAC)

Role
Chief Financial Officer, Chief Accounting Officer and Secretary, Director, 10%+ Owner
Signature
/s/ Jacob Smith
Stock symbol
BMAC
Transactions as of
Apr 10, 2023
Transactions value $
$0
Form type
4
Date filed
4/10/2023, 06:29 PM
Previous filing
Oct 13, 2021

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction BMAC Class A Common Stock Conversion of derivative security +6.81M 6.81M Apr 10, 2023 See Footnote F1, F4

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 BMAC Class B Common Stock Conversion of derivative security -6.81M -100% 0 Apr 10, 2023 Class A Common Stock 6.81M See Footnote F1, F2, F3, F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 In accordance with the amended and restated certificate of incorporation of Black Mountain Acquisition Corp. ("BMAC"), Black Mountain Sponsor LLC ("Sponsor") elected to convert its shares of Class B Common Stock into shares of Class A Common Stock on a one-for-one basis.
F2 The total shares reported includes 1,150,000 shares of Class B Common Stock issued to Sponsor as a result of a stock dividend of the shares of Class B Common Stock by BMAC in connection with BMAC's initial public offering which, as a result of a clerical error, were not previously included on the Reporting Person's Form 3 filed on October 13, 2021.
F3 The shares of Class B Common Stock were (i) convertible into shares of Class A Common Stock at Sponsor's election on a one-for-one basis and (ii) automatically convertible into shares of Class A Common Stock at the time of the closing of BMAC's initial business combination on a one-for-one basis, subject to adjustment pursuant to certain anti-dilution rights (which rights were waived by Sponsor in connection with BMAC's proposed business combination), and had no expiration date.
F4 Sponsor is the record holder of the securities reported herein. Sponsor is a limited liability company, the sole manager of which is Rhett Bennett, and its members include the Reporting Person. Because of the relationship between the Reporting Person and Sponsor, the Reporting Person may be deemed to beneficially own the securities held of record by Sponsor and reported herein to the extent of the greater of the Reporting Person's direct or indirect pecuniary interests in the profits or capital accounts of Sponsor. The Reporting Person disclaims beneficial ownership of the securities reported herein, except to the extent of the Reporting Person's pecuniary interest therein, if any, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of or has any pecuniary interest in such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.

Remarks:

Chief Financial Officer, Chief Accounting Officer and Secretary