Oskar Lewnowski - Nov 4, 2021 Form 3 Insider Report for Rigel Resource Acquisition Corp. (RRAC)

Role: Director, 10%+ Owner
Signature: /s/ Oskar Lewnowski
Stock symbol: RRAC
Transactions as of: Nov 4, 2021
Transactions value $: $0
Form type: 3
Date filed: 11/4/2021, 08:32 PM
Next filing: Jun 27, 2022

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	RRAC	Class B ordinary shares							Nov 4, 2021	Class A ordinary shares	6.76M		By Rigel Resource Acquisition Holding LLC	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- 260356) under the heading "Description of Securities--Founder Shares", the Class B ordinary shares, par value $0.0001 per share, will automatically convert into Class A ordinary shares, par value $0.0001 per share, of the issuer 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 adjustment for share sub-divisions, share dividends, rights issuances, consolidations, reorganizations, recapitalizations and the like, and certain anti-dilution rights and have no expiration date.
F2	Includes up to 937,500 shares that are subject to forfeiture to the extent the underwriters of the initial public offering of the issuer's securities do not exercise in full their over-allotment option as described in the issuer's registration statement.
F3	The sole member of Rigel Resource Acquisition Holding LLC (the "Sponsor") is Orion Mine Finance Fund III, LP, a limited partnership whose general partner is Orion Mine Finance GP III LP. Orion Mine Finance GP III LP is a limited partnership whose general partner is a limited liability company of which Oskar Lewnowski is indirectly the sole voting member. Mr. Lewnowski, by virtue of his indirect voting control of Orion Mine Finance Fund III LP, has investment and voting control over the securities held by the Sponsor, and therefore may be deemed to have beneficial ownership of such securities. Mr. Lewnowski disclaims beneficial ownership of the securities held by the Sponsor, except to the extent of his pecuniary interest therein.

Remarks:

Exhibit 24.1 -- Power of Attorney