Papaya Growth Opportunity I Sponsor, LLC - Jan 13, 2022 Form 3 Insider Report for Papaya Growth Opportunity Corp. I (PPYA)

Role: 10%+ Owner
Signature: /s/ Clay Whitehead, Managing Member
Stock symbol: PPYA
Transactions as of: Jan 13, 2022
Transactions value $: $0
Form type: 3
Date filed: 1/13/2022, 07:02 PM
Next filing: Jan 19, 2022

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	PPYA	Class B Common Stock, par value $0.0001 per share							Jan 13, 2022	Class A Common Stock, par value $0.0001 per share	7.53M		Direct	F1, F2

* 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 (No. 333-261317), as amended, the shares of Class B common stock will automatically convert into shares of Class A common stock at the time of the Issuer's initial business combination on a one-for-one basis subject to certain adjustments and have no expiration date.
F2	These shares represent the shares of Class B common stock held directly by Papaya Growth Opportunity I Sponsor, LLC (the "Sponsor"), acquired pursuant to a subscription agreement by and between the Sponsor and the Issuer. The shares of Class B common stock owned by the Sponsor include up to 956,250 shares that are subject to forfeiture in the event the underwriters of the initial public offering of the Issuer's securities do not exercise their over-allotment option in full as described in the Issuer's registration statement.

Content

As described in the Issuer's registration statement on Form S-1 (No. 333-261317), as amended, the shares of Class B common stock will automatically convert into shares of Class A common stock at the time of the Issuer's initial business combination on a one-for-one basis subject to certain adjustments and have no expiration date.

These shares represent the shares of Class B common stock held directly by Papaya Growth Opportunity I Sponsor, LLC (the "Sponsor"), acquired pursuant to a subscription agreement by and between the Sponsor and the Issuer. The shares of Class B common stock owned by the Sponsor include up to 956,250 shares that are subject to forfeiture in the event the underwriters of the initial public offering of the Issuer's securities do not exercise their over-allotment option in full as described in the Issuer's registration statement.