D. E. Shaw & Co, L.P. - Sep 1, 2023 Form 3 Insider Report for Bitcoin Depot Inc. (BTM)

Role: Other*, 10%+ Owner
Signature: D. E. Shaw & Co., L.P., By: /s/ Nathan Thomas, Chief Compliance Officer
Stock symbol: BTM
Transactions as of: Sep 1, 2023
Transactions value $: $0
Form type: 3
Date filed: 9/11/2023, 07:31 PM
Next filing: Oct 1, 2024

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
holding	BTM	Class A Common Stock, par value $0.0001 per share						26.3K	Sep 1, 2023	See Footnotes	F1, F3, 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
holding	BTM	Warrants							Sep 1, 2023	Class A Common Stock, par value $0.0001 per share	1.35M	$11.50	See Footnotes	F1, F2, F3, F4

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

Explanation of Responses:

Id	Content
F1	The shares of Class A Common Stock, par value $0.0001 per share ("Class A Common Stock"), are directly held by D. E. Shaw Oculus Portfolios, L.L.C. ("Oculus") and may be deemed to be indirectly held by the Reporting Persons. The Warrants are directly held as follows: (i) Oculus holds 750,000 Warrants and (ii) D. E. Shaw Valence Portfolios, L.L.C. ("Valence") holds 600,000 Warrants, and may be deemed to be indirectly held by the Reporting Persons.
F2	Each Warrant is exercisable for one share of Class A Common Stock at an exercise price of $11.50 per share and expires on June 30, 2028, or earlier upon redemption or liquidation, subject to the terms reported in the Issuer's prospectus dated September 1, 2023 as filed with the U.S. Securities and Exchange Commission on Form 424B3 (File No. 333-273287) on September 1, 2023 (the "Prospectus").
F3	D. E. Shaw & Co., L.P. ("DESCO LP"), as investment adviser to Oculus and Valence; D. E. Shaw & Co., L.L.C. ("DESCO LLC"), as manager of Oculus and Valence; and Mr. David E. Shaw ("David E. Shaw"), as President and sole shareholder of D. E. Shaw & Co., Inc., which is the general partner of DESCO LP, and as President and sole shareholder of D. E. Shaw & Co. II, Inc., which is the managing member of DESCO LLC, may be deemed to be the beneficial owners of the securities reported in this Form 3 for purposes of Rule 16a-1(a) of the Securities Exchange Act of 1934.
F4	In accordance with instruction 5(b)(iv), the entire number of securities of the Issuer that may be deemed to be beneficially owned by DESCO LP, DESCO LLC, and David E. Shaw is reported herein. Each of DESCO LP, DESCO LLC, and David E. Shaw disclaims any beneficial ownership of any security listed in this Form 3, except to the extent of any pecuniary interest therein.

Remarks:

This Form 3 is being filed solely due to the change in exercisability status of Warrants upon effectiveness of the registration statement as detailed in the Issuer's Prospectus, after which the Reporting Persons' aggregate beneficial ownership passively exceeded 10%. Exhibit Index: 24.1 Power of Attorney 24.2 Power of Attorney