Robert Hutter - Oct 2, 2024 Form 4 Insider Report for Learn CW Investment Corp (LCW)

Role
Chief Executive Officer, Director, 10%+ Owner
Signature
/s/ Robert Hutter
Stock symbol
LCW
Transactions as of
Oct 2, 2024
Transactions value $
$0
Form type
4
Date filed
10/4/2024, 09:39 PM
Previous filing
May 3, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction LCW Class A Ordinary Shares Disposed to Issuer -770K -100% 0 Oct 2, 2024 See footnote F1, F2

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 LCW Class B Ordinary Shares Disposed to Issuer $0 -4.88M -100% $0.00 0 Oct 2, 2024 Class A Ordinary Shares 4.88M See footnote F1, F2, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Robert Hutter is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id Content
F1 Pursuant to the Business Combination Agreement dated October 24, 2023, on October 2, 2024, the Issuer consummated its initial business combination with Innventure, Inc., f/k/a Learn SPAC HoldCo, Inc. ("Holdco"), with the Issuer surviving as a subsidiary of Holdco (the "Closing"). At the Closing, these securities were automatically surrendered and cancelled and converted into the right to receive shares of Holdco's common stock on a one-for-one basis.
F2 These securities were held directly by CWAM LC Sponsor LLC. CWAM LC Sponsor LLC is owned by three members, one of which is Learn Capital, LLC. Robert Hutter is the sole member of Learn Capital, LLC and, in such capacity, may be deemed to beneficially own the securities held directly by CWAM LC Sponsor LLC, but disclaims beneficial ownership of such securities except to the extent, if any, of his pecuniary interest therein.
F3 Amount has been adjusted to reflect the forfeiture of 750,000 Class B ordinary shares for no further consideration at the Closing pursuant to the Sponsor Support Agreement dated October 24, 2023, which forfeiture is exempt from Section 16 pursuant to Rule 16b-6(d) and Rule 16a-4(d) promulgated under the Securities Exchange Act of 1934, as amended.