bleuacacia sponsor LLC - Jan 5, 2024 Form 4 Insider Report for bleuacacia ltd (BLEU)

Role: 10%+ Owner
Signature: bleuacacia sponsor LLC, By: /s/Thomas Northover, as attorney-in-fact
Stock symbol: BLEU
Transactions as of: Jan 5, 2024
Transactions value $: $0
Form type: 4
Date filed: 1/9/2024, 07:34 PM
Previous filing: Dec 27, 2023

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	BLEU	Class A ordinary shares	Conversion of derivative security	$0	+3M		$0.00	3M	Jan 5, 2024	Direct	F1, F2

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	BLEU	Class B ordinary shares	Conversion of derivative security	$0	-3M	-44.18%	$0.00	3.79M	Jan 5, 2024	Class A Ordinary Shares	3M	$0.00	Direct	F1, F2, F3

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

Explanation of Responses:

Id	Content
F1	In connection with the extraordinary general meeting of the issuer held on January 2, 2024, the Reporting Person converted on a one-for-one basis 3,000,000 Class B ordinary shares, par value $0.0001 per share, of the issuer into Class A ordinary shares, par value $0.0001 per share, of the issuer for no consideration, which consummated on January 5, 2024.
F2	As described in the issuer's registration statement on Form S-1 (File No. 333-257240) 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, on a one-for-one basis, subject to certain adjustments. The Class B ordinary shares have no expiration date.
F3	Jide Zeitlin and at least three other individuals each have voting and dispositive power over the shares owned by bleuacacia sponsor LLC. Under the so-called "rule of three," if voting and dispositive decisions regarding an entity's securities are made by three or more individuals, and a voting or dispositive decision requires the approval of a majority of those individuals, then none of the individuals is deemed a beneficial owner of the entity's securities. Based upon the foregoing analysis, the aforementioned individuals do not exercise voting or dispositive control over any of the securities held by bleuacacia sponsor LLC, even those in which such person directly holds a pecuniary interest. Accordingly, none of them will be deemed to have or share beneficial ownership of such shares.