Shawn Matthews - Mar 20, 2024 Form 4 Insider Report for HCM Acquisition Corp (HCMA)

Role
Chairman and CEO, Director, 10%+ Owner
Signature
/s/ Shawn Matthews, by James Bond, Attorney-in-Fact
Stock symbol
HCMA
Transactions as of
Mar 20, 2024
Transactions value $
$0
Form type
4
Date filed
3/22/2024, 06:11 PM
Previous filing
Jan 27, 2022
Next filing
Aug 15, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction HCMA Class A Ordinary Shares Other -1.25M -12.52% 8.74M Mar 20, 2024 See Footnote F1
transaction HCMA Class A Ordinary Shares Other -8.74M -100% 0 Mar 20, 2024 See Footnote F2, F3

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 HCMA Private Placement Warrants Disposed to Issuer -10.5M -100% 0 Mar 20, 2024 Class A Ordinary Shares 10.5M See Footnote F4, F5
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Shawn Matthews is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id Content
F1 HCM Investor Holdings, LLC (the "Sponsor") delivered 1,250,000 class A ordinary shares to certain vendors of Murano Global Investments PLC ("Murano") immediately prior to the closing of the business combination pursuant to that certain Amended & Restated Business Combination, dated August 2, 2023, as amended on December 31, 2023 (the "Business Combination Agreement") in exchange for the satisfaction and cancellation of $12,500,000.00 in aggregate principal amount of amounts due from Murano pursuant to the Sponsor Support Agreement, dated August 2, 2023, by and among the Sponsor, holders of the Issuer's Class B ordinary shares, and Murano PV, S.A. de C.V, as amended on December 31, 2023 (the "Sponsor Support Agreement").
F2 The reporting person disposed of all Issuer equity securities effective as of the consummation of the business combination and ceased to be a reporting person with respect to the Issuer.
F3 Pursuant to the Business Combination Agreement, each issued and outstanding share of the Issuer's ordinary shares automatically converted into the right to receive Murano ordinary shares on a one-to-one basis upon the consummation of such business combination.
F4 Each Private Placement Warrant is exercisable for one Class A ordinary share at a price of $11.50 per share. If the Issuer had not completed its business combination, the Private Placement Warrants would have expired worthless.
F5 The Sponsor forfeited its Private Placement Warrants in connection with the closing of the business combination pursuant to the Sponsor Support Agreement.