Smart Dine, LLC - 27 Jun 2024 Form 4 Insider Report for Bite Acquisition Corp.

Role
10%+ Owner
Signature
/s/ Jason T. Simon, Attorney-in-Fact
Issuer symbol
N/A
Transactions as of
27 Jun 2024
Net transactions value
$0
Form type
4
Filing time
03 Jul 2024, 17:24:53 UTC
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction BITE Common stock, par value $0.0001 per share Other +520,000 +11% 5,450,001 27 Jun 2024 Direct F1, F5
transaction BITE Common stock, par value $0.0001 per share Other +150,000 +2.8% 5,600,001 27 Jun 2024 Direct F2, F5
transaction BITE Common stock, par value $0.0001 per share Other -3,306,385 -59% 2,293,616 27 Jun 2024 Direct F3, F5
transaction BITE Common stock, par value $0.0001 per share Disposed to Issuer -2,293,616 -100% 0 28 Jun 2024 Direct F4, F5

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 BITE Warrants Other +260,000 260,000 27 Jun 2024 Common Stock 260,000 $11.50 Direct F1, F5
transaction BITE Warrants Other +75,000 +29% 335,000 27 Jun 2024 Common Stock 75,000 $11.50 Direct F2, F5
transaction BITE Warrants Other -104,000 -31% 231,000 27 Jun 2024 Common Stock 104,000 $11.50 Direct F3, F5
transaction BITE Warrants Disposed to Issuer -231,000 -100% 0 28 Jun 2024 Common Stock 231,000 $11.50 Direct F4, F5
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Smart Dine, LLC is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id Content
F1 In connection with the consummation of the business combination (the "Business Combination") by and among the Issuer, Above Food Ingredients Inc. ("TopCo"), Above Merger Sub, Inc. ("Merger Sub"), and Above Food Corp. ("Above Food"), pursuant to that certain business combination agreement, dated as of April 29, 2023 (as amended on March 12, 2024, the "Business Combination Agreement"), 520,000 private units held by the Reporting Person were separated into 520,000 shares of common stock, par value $0.0001, of the Issuer (the "Common Stock") and 260,000 warrants, with each whole warrant exercisable for one share of common stock of the Issuer (the "Warrants").
F2 In connection with the consummation of the Business Combination and pursuant to an amended and restated promissory note dated as of June 27, 2024, by and between the Issuer and the Reporting Person (the "Note"), $1,500,000 of the principal balance outstanding under the Note was converted to 1,500,000 units of the Issuer (the "Working Capital Units") at the conversion price of $10.00 per unit, with each unit consisting of one share of Common Stock and one-half of one Warrant. The Working Capital Units were subsequently separated into 150,000 shares of Common Stock and 75,000 Warrants.
F3 In connection with the consummation of the Business Combination, the Reporting Person transferred an aggregate of 3,306,385 shares of Common Stock and 104,000 Warrants of the Issuer to certain third parties as payment of services.
F4 Disposed in exchange for common shares and warrants of TopCo in connection with the consummation of the Business Combination.
F5 The securities are held directly by the Reporting Person and indirectly by Alberto Ardura Gonzalez, as the manager of the Reporting Person. Alberto Ardura Gonzalez disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein.