Axios Sponsor LP - Nov 4, 2022 Form 4 Insider Report for AXIOS Sustainable Growth Acquisition Corp (AXAC)

Role: Chief Executive Officer, Director, 10%+ Owner
Signature: AXIOS Sponsor LP, By: AXIOS EQT LLC, its general partner By: /s/ Benedikt Fortig, authorized person
Stock symbol: AXAC
Transactions as of: Nov 4, 2022
Transactions value $: $0
Form type: 4
Date filed: 2/28/2023, 03:32 PM
Previous filing: Feb 15, 2022
Next filing: Feb 28, 2023

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	AXAC	Class B ordinary shares	Purchase		+4.1M			4.1M	Nov 4, 2022	Class A ordinary shares	4.1M		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 (File No. 333-262352) under the heading "Description of Securities--Founder Shares," the Class B ordinary shares, par value $0.0001 per share, will automatically convert into Class A ordinary shares, 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 capitalization, reorganization, recapitalizations and the like, and certain anti-dilution rights and have no expiration date.
F2	This Form 4 is being filed solely to reflect that on November 14, 2022, Benedikt Fortig acquired control of AXIOS Sponsor LP and, as a result, may be deemed to beneficially own all of the securities owned by AXIOS Sponsor LP. Mr. Fortig is the sole member of AXIOS EQT LLC, the sole general partner of AXIOS Sponsor LP. Mr. Fortig disclaims beneficial ownership of the securities owned by AXIOS Sponsor LP, except to the extent of his pecuniary interest therein.

Content

As described in the issuer's registration statement on Form S-1 (File No. 333-262352) under the heading "Description of Securities--Founder Shares," the Class B ordinary shares, par value $0.0001 per share, will automatically convert into Class A ordinary shares, 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 capitalization, reorganization, recapitalizations and the like, and certain anti-dilution rights and have no expiration date.

This Form 4 is being filed solely to reflect that on November 14, 2022, Benedikt Fortig acquired control of AXIOS Sponsor LP and, as a result, may be deemed to beneficially own all of the securities owned by AXIOS Sponsor LP. Mr. Fortig is the sole member of AXIOS EQT LLC, the sole general partner of AXIOS Sponsor LP. Mr. Fortig disclaims beneficial ownership of the securities owned by AXIOS Sponsor LP, except to the extent of his pecuniary interest therein.