C5 Sponsor LLC - Jan 6, 2022 Form 3 Insider Report for C5 Acquisition Corp (CXAC)

Role
10%+ Owner
Signature
/s/ Kurt Scherer as Authorized Signatory
Stock symbol
CXAC
Transactions as of
Jan 6, 2022
Transactions value $
$0
Form type
3
Date filed
1/6/2022, 05:35 PM

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 CXAC Class B Common Stock Jan 6, 2022 Class A Common Stock 7.19M Direct F1, F2, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 As described in the issuer's registration statement on Form S-1 (File No. 333-261249) under the heading "Description of Securities-Founder Shares", the shares of Class B common stock, par value $0.0001 per share, will automatically convert into shares of Class A common stock, par value $0.0001 per share, of the issuer at the time of the issuer's initial business combination, or earlier at the option of the holder, on a one-for-one basis, subject to adjustment for share splits, share capitalizations, reorganizations, recapitalizations and the like, and certain anti-dilution rights and have no expiration date.
F2 The shares of Class B common stock beneficially owned by the reporting person include up to 937,500 shares that are subject to forfeiture to the extent the underwriters of the initial public offering of the issuer's securities do not exercise in full their over-allotment option as described in the issuer's registration statement.
F3 Our sponsor is the record holder of such shares of Class B common stock. C5 Capital USA LLC, a Delaware limited liability company, is the managing member of our sponsor and has voting and investment discretion with respect to the shares of Class B common stock held of record by our sponsor. No single individual has beneficial ownership of C5 Capital USA LLC.