Thomas Olivier - Mar 1, 2021 Form 3/A - Amendment Insider Report for Arrowroot Acquisition Corp. (ARRW)

Role
President and CFO, Director, 10%+ Owner
Signature
/s/ Peter Byrne, Attorney-in-Fact
Stock symbol
ARRW
Transactions as of
Mar 1, 2021
Transactions value $
$0
Form type
3/A - Amendment
Date filed
2/8/2023, 04:58 PM
Date Of Original Report
Mar 1, 2021
Next filing
Apr 5, 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 ARRW Class B ordinary shares Mar 1, 2021 Class A ordinary shares 7.07M By Arrowroot Acquisition LLC F1, F2
* 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. 333-252997) under the heading "Description of Securities", 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 splits, share capitalizations, reorganizations, recapitalizations and the like, and certain anti-dilution rights and have no expiration date.
F2 The securities reported herein are held by Arrowroot Acquisition LLC (the "Sponsor"). The reporting person is a manager of the Sponsor, and as such has voting and investment discretion with respect to the securities held by the Sponsor and may be deemed to have beneficial ownership of the securities held directly by the Sponsor. The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose.

Remarks:

This Form 3/A is being filed to amend the Form 3 filed with the Securities and Exchange Commission on March 1, 2021 (the "Prior Form 3"). The Prior Form 3 did not include 937,500 Class B ordinary shares that were subject to forfeiture to the extent the underwriters' of the issuer's initial public offering did not exercise their overallotment option. The total number of Class B ordinary shares outstanding was 7,067,500, instead of the previously reported 6,130,000. Subsequent to filing of the Prior Form 3, on March 4, 2021, the underwriters exercised in full their overallotment option and, accordingly, none of the 7,067,500 Class B ordinary shares were forfeited or remained subject to forfeiture.