APx Cap Sponsor Group I, LLC - Dec 6, 2021 Form 3 Insider Report for APx Acquisition Corp. I (APXI)

Role: 10%+ Owner
Signature: /s/ APx Cap Sponsor Group I, LLC, By: Xavier Martinez, as attorney-in-fact
Stock symbol: APXI
Transactions as of: Dec 6, 2021
Transactions value $: $0
Form type: 3
Date filed: 12/6/2021, 03:54 PM
Next filing: Feb 6, 2024

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
holding	APXI	Class B ordinary shares							Dec 6, 2021	Class A ordinary shares	4.27M	$0.00	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 Class B ordinary shares will automatically convert into Class A ordinary shares on a one-for-one basis for no additional consideration concurrently with or immediately following the consummation of the initial business combination by the Issuer, on a one-for-one basis, subject to the adjustments described in the Issuer's prospectus on Form S-1 filed on November 19, 2021 (the "Prospectus"). The Class B ordinary shares have no expiration date.
F2	Up to 562,500 of these Class B ordinary shares will be surrendered in the event the underwriters for the Issuer's initial public offering do not exercise in full their overallotment option in connection with that offering, all as described in the Prospectus.
F3	APx Cap Sponsor Group I, LLC, a Cayman Islands limited liability company, is the record holder of such shares and is controlled by its managing member, APx Cap Holdings I, LLC. APx Cap Holdings I, LLC's board of directors consists of three members. Each director of APx Cap Holdings I, LLC has one vote, and the approval of the members of the board of directors is required to approve an action of APx Cap Holdings I, LLC. Under the so-called "rule of three," if voting and dispositive decisions regarding an entity's securities are made by two or more individuals, and a voting and dispositive decision requires the approval of a majority of those individuals, then none of the individuals is deemed a beneficial owner of the entity's securities.
F4	This is the situation with regard to APx Cap Holdings I, LLC. Accordingly, no individual manager of APx Cap Holdings I, LLC exercises voting or dispositive control over any of the securities held by APx Cap Holdings I, LLC even those in which he directly holds a pecuniary interest. Accordingly, none of them are deemed to have or share beneficial ownership of such shares and, for the avoidance of doubt, each expressly disclaims any such beneficial interest to the extent of any pecuniary interest he may have therein, directly or indirectly.