IWH Sponsor LP - Feb 1, 2024 Form 4 Insider Report for Integrated Wellness Acquisition Corp (WELU)

Role
10%+ Owner
Signature
IWH Sponsor LP By: /s/ IWH Sponsor GP LLC, its Managing Member, By: Hadrien Forterre, Managing Member
Stock symbol
WELU
Transactions as of
Feb 1, 2024
Transactions value $
$0
Form type
4
Date filed
2/5/2024, 05:15 PM
Previous filing
Dec 8, 2021

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 WELU Class B Ordinary Shares Other -2.01M -70% 863K Feb 1, 2024 Class A Ordinary Shares 2.01M Direct F1, F2, F3
* 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. 333-260713) under the heading "Description of Securities--Founder Shares", the Class B ordinary shares will automatically convert into Class A ordinary shares at the time of the Issuer's initial business combination, or earlier at the option of the holder thereof, on a one-for-one basis, subject to certain adjustments described therein. The Class B ordinary shares have no expiration date.
F2 On February 1, 2024, the Reporting Persons transferred these shares to the Issuer's new sponsor and affiliates in connection with a sponsor handover (the "Sponsor Handover").
F3 These shares represent the Class B ordinary shares held by IWH Sponsor LP (the "Prior Sponsor") after the Sponsor Handover. IWH Sponsor GP LLC is the general partner of the Prior Sponsor. Hadrien Forterre, Antonio Varano Della Vergiliana and Arcturus Holdings, LLC are the managing members of IWH Sponsor GP LLC. James MacPherson is the managing member of Arcturus Holdings, LLC. By virtue of these relationships, each of these entities and individuals may be deemed to share beneficial ownership of the securities held of record by Prior Sponsor. Each of them disclaims any such beneficial ownership except to the extent of their pecuniary interest therein.