Compass Digital SPAC LLC - Aug 31, 2023 Form 4 Insider Report for Compass Digital Acquisition Corp. (CDAQ)

Role
10%+ Owner
Signature
By: /s/ Compass Digital SPAC LLC, By: Abidali Neemuchwala, its Authorized Signatory
Stock symbol
CDAQ
Transactions as of
Aug 31, 2023
Transactions value $
$0
Form type
4
Date filed
9/1/2023, 06:30 PM
Previous filing
Oct 14, 2021
Next filing
Oct 30, 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 CDAQ Class B Ordinary Shares Other -3.09M -58.25% 2.22M Aug 31, 2023 Class A Ordinary Shares 3.09M Direct F1, F2, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Compass Digital SPAC LLC is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id Content
F1 As described in the Issuer's Registration Statement on Form S-1 (File No. 333-259502), the Class B ordinary shares of the Issuer, par value $0.0001 ("Class B Shares") will automatically convert into Class A ordinary shares of the Issuer, par value $0.0001, concurrently with or immediately following the consummation of the Issuer's initial business combination on a one-for-one basis.
F2 On August 31, 2023, the Reporting Person transferred 3,093,036 Class B Shares to HCG Opportunity, LLC ("HCG Opportunity") pursuant to a Securities Purchase Agreement, dated as of August 30, 2023, by and between the Reporting Person and HCG Opportunity (the "Securities Purchase Agreement"). The Securities Purchase Agreement provides that HCG Opportunity will cause the Issuer to pay $300,000 cash consideration upon closing of the Issuer's initial business combination at the Reporting Person's direction to entities that have fees payable upon the Issuer's successful initial business combination.
F3 The Reporting Person's prior reports included up to 750,000 Class B Shares held directly by the Reporting Person that would be surrendered to the Issuer for no consideration by the Reporting Person depending on the extent to which the underwriters of the Issuer's initial public offering exercised their over-allotment option. On November 30, 2021, the Reporting Person surrendered 439,878 Class B Shares as a result of the underwriters' partial exercise of their over-allotment option.