Apollo Principal Holdings III GP Ltd - May 27, 2022 Form 4 Insider Report for Global Business Travel Group, Inc. (GBTG)

Role
10%+ Owner
Signature
[see signatures attached as Exhibit 99.2]
Stock symbol
GBTG
Transactions as of
May 27, 2022
Transactions value $
$20,000,000
Form type
4
Date filed
6/1/2022, 04:06 PM
Previous filing
Feb 9, 2022
Next filing
Jun 9, 2022

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction GBTG Class A Common Stock Purchase $20M +2M $10.00 2M May 27, 2022 See Footnote F1, F2
transaction GBTG Class A Common Stock Other +20.3M +1017.26% 22.3M May 27, 2022 See Footnote F1, F4

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 GBTG Class B Ordinary Shares, par value $0.00005 Other -20.3M -100% 0 May 27, 2022 Class A Ordinary Shares See Footnote F1, F3, F4
holding GBTG Warrants 12.2M May 27, 2022 Class A Common Stock 12.2M $1.50 See Footnote F1, F5, F6
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 See Exhibit 99.1.
F2 Acquired pursuant to a Subscription Agreement entered into on December 2, 2021, which was approved in advance by the Issuer's Board of Directors in accordance with Rule 16b-3.
F3 Prior to the Business Combination (as defined below), the Class B ordinary shares were convertible into Class A ordinary shares on a one-for-one basis (subject to certain anti-dilution adjustments) and had no expiration date.
F4 As described in the registration statement on Form S-4 (File No. 333-261820) of Apollo Strategic Growth Capital ("APSG"), now known as Global Business Travel Group, Inc. ("GBT"), the Class B ordinary shares of APSG held by the reporting person automatically converted into an equal number of shares of Class X common stock of GBT upon APSG's domestication into a Delaware corporation and immediately thereafter automatically converted into an equal number of shares of Class A common stock of GBT upon the closing of the business combination with GBT JerseyCo Limited (the "Business Combination"). The acquisition and disposition reported in connection with this footnote were approved in advance by the Issuer's Board of Directors in accordance with Rule 16b-3.
F5 The warrants will become exercisable on the later of 30 days after the completion of the Business Combination and 12 months from the closing of the Issuer's initial public offering on October 6, 2020, and will expire five years after the completion of the Business Combination or earlier upon redemption or liquidation.
F6 As a result of the closing of the Business Combination, the previously-reported outstanding warrants to purchase Class A ordinary shares automatically became exercisable for shares of Class A common stock.