PowerUp Sponsor LLC - May 18, 2023 Form 4 Insider Report for PowerUp Acquisition Corp. (PWUP)

Role: 10%+ Owner
Signature: /s/ Gabriel Schillinger Name: Gabriel Schillinger Title: Managing Member
Stock symbol: PWUP
Transactions as of: May 18, 2023
Transactions value $: $0
Form type: 4
Date filed: 5/30/2023, 03:08 PM
Previous filing: Feb 17, 2022
Next filing: Aug 22, 2023

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	PWUP	Class A Ordinary Shares, par value $0.0001	Conversion of derivative security		+7.19M			7.19M	May 18, 2023	Direct	F1

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	PWUP	Class B Ordinary Shares	Conversion of derivative security		-7.19M	-100%		0	May 18, 2023	Class A Ordinary Shares	7.19M		Direct	F1

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

Explanation of Responses:

Id	Content
F1	On May 18, 2023, the Reporting Person elected to convert the 7,187,500 Class B ordinary shares ("Class B Shares") of PowerUp Acquisition Corp. (the "Issuer") held by the Reporting Person into Class A ordinary shares of the Issuer ("Class A Shares") on a one-for-one basis. As a result, 7,187,500 of the Class B Shares were cancelled, and 7,187,500 Class A Shares were issued to the Reporting Person on May 18, 2023.

Content

On May 18, 2023, the Reporting Person elected to convert the 7,187,500 Class B ordinary shares ("Class B Shares") of PowerUp Acquisition Corp. (the "Issuer") held by the Reporting Person into Class A ordinary shares of the Issuer ("Class A Shares") on a one-for-one basis. As a result, 7,187,500 of the Class B Shares were cancelled, and 7,187,500 Class A Shares were issued to the Reporting Person on May 18, 2023.