General Atlantic, L.P. - Oct 28, 2021 Form 3 Insider Report for Sonendo, Inc. (SONX)

Role: Director, 10%+ Owner
Signature: /s/ J. Frank Brown
Stock symbol: SONX
Transactions as of: Oct 28, 2021
Transactions value $: $0
Form type: 3
Date filed: 10/28/2021, 09:13 PM
Previous filing: Sep 23, 2021
Next filing: Nov 2, 2021

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	SONX	Series E Preferred Stock							Oct 28, 2021	Common Stock, par value $0.001 ("Common Stock")	3.27M		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	Each share of Series E Preferred Stock will automatically convert on a 1-for-1 basis into Common Stock upon the closing of the initial public offering of Sonendo, Inc.
F2	Reflects securities held directly by General Atlantic (SOI), L.P. (?GA SOI?), a Delaware limited partnership. Each of General Atlantic Partners 100, L.P., a Delaware limited partnership (?GAP 100?), General Atlantic Partners (Bermuda) EU, L.P., a Bermuda exempted limited partnership (?GAP Bermuda EU?), GAP Coinvestments III, LLC, a Delaware limited liability company (?GAPCO III?), GAP Coinvestments IV, LLC, a Delaware limited liability company (?GAPCO IV?), GAP Coinvestments V, LLC, a Delaware limited liability company (?GAPCO V?), and GAP Coinvestments CDA, L.P., a Delaware limited partnership (?GAPCO CDA?, and together with GAP 100, GAP Bermuda EU, GAPCO III, GAPCO IV, and GAPCO V, the ?GA Funds?) share beneficial ownership of the shares of common stock held by GA SOI.
F3	The general partner of GA SOI is General Atlantic (SPV) GP, LLC, a Delaware limited liability company (?GA SPV?). The general partner of GAP 100 is ultimately controlled by General Atlantic, L.P. (?GA LP?), a Delaware limited partnership, which is controlled by the Management Committee (the ?Management Committee?) of GASC MGP, LLC, a Delaware limited liability company.
F4	The general partner of GAP Bermuda EU is ultimately controlled by GAP (Bermuda) L.P., a Bermuda exempted limited partnership (?GAP Bermuda?), which is also controlled by the Management Committee. GA LP is the managing member of GAPCO III, GAPCO IV and GAPCO V, the general partner of GAPCO CDA and is the sole member of GA SPV. There are nine members of the Management Committee. Each of the members of the Management Committee disclaims ownership of the shares except to the extent he has a pecuniary interest therein.

Remarks:

GA SOI, GA LP, GAP Bermuda, GA SPV and the GA Funds may be deemed to be members of a "group" for the purposes of the Securities Exchange Act of 1934. Each reporting person disclaims beneficial ownership of any securities deemed to be owned by the group that are not directly owned by the reporting person. This report shall not be deemed an admission that the reporting persons are a member of a group or the beneficial owner of any securities not directly owned by the reporting person. Each of the reporting persons is a director-by-deputization solely for purposes of Section 16 of the Exchange Act.