Mondee Holdings, Llc - Jul 18, 2022 Form 3 Insider Report for Mondee Holdings, Inc. (MOND)

Role: 10%+ Owner
Signature: /s/ Prasad Gundugmogula
Stock symbol: MOND
Transactions as of: Jul 18, 2022
Transactions value $: $0
Form type: 3
Date filed: 7/21/2022, 10:24 AM
Next filing: Mar 27, 2023

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
holding	MOND	Class A Common Stock, par value $0.0001 per share						60.8M	Jul 18, 2022	Direct	F1, F2

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	The Reporting Person, a Delaware limited liability company, is the record holder of such shares of Class A common stock, par value $0.0001 per share, of the Issuer ("Class A Common Stock"), which were issued as consideration for Mondee Holdings II, Inc.'s, a Delaware corporation ("Mondee") consummation of the business combination (the "Business Combination") with Mondee Holdings, Inc., a Delaware corporation (formerly ITHAX Acquisition Corp., a Cayman Islands exempted company) (the "Issuer"), pursuant to that certain business combination agreement, as amended, dated December 20, 2021, by and among ITHAX, Mondee, and otherthe parties thereto. As part of the Business Combination, the Issuer changed its name from ITHAX Acquisition Corp. to Mondee Holdings, Inc.
F2	Prasad Gundumogula and his wife are the only directors of the Reporting Person. In addition, Mr. Gundumogula beneficially owns the requisite number of units of the Reporting Person required to approve transactions other than related party transactions between Mr. Gundumogula and the Reporting Person. As such, Mr. Gundumogula has voting and investment discretion with respect to the shares of Class A Common Stock held of record by the Reporting Person and may be deemed to have shared beneficial ownership of the shares of Class A Common Stock held directly by the Reporting Person.

Content

The Reporting Person, a Delaware limited liability company, is the record holder of such shares of Class A common stock, par value $0.0001 per share, of the Issuer ("Class A Common Stock"), which were issued as consideration for Mondee Holdings II, Inc.'s, a Delaware corporation ("Mondee") consummation of the business combination (the "Business Combination") with Mondee Holdings, Inc., a Delaware corporation (formerly ITHAX Acquisition Corp., a Cayman Islands exempted company) (the "Issuer"), pursuant to that certain business combination agreement, as amended, dated December 20, 2021, by and among ITHAX, Mondee, and otherthe parties thereto. As part of the Business Combination, the Issuer changed its name from ITHAX Acquisition Corp. to Mondee Holdings, Inc.

Prasad Gundumogula and his wife are the only directors of the Reporting Person. In addition, Mr. Gundumogula beneficially owns the requisite number of units of the Reporting Person required to approve transactions other than related party transactions between Mr. Gundumogula and the Reporting Person. As such, Mr. Gundumogula has voting and investment discretion with respect to the shares of Class A Common Stock held of record by the Reporting Person and may be deemed to have shared beneficial ownership of the shares of Class A Common Stock held directly by the Reporting Person.