Perception Capital Partners II LLC - 19 Oct 2023 Form 4 Insider Report for Spectaire Holdings Inc.

Role: 10%+ Owner
Signature: /s/ See Signatures Included in Exhibit 99.1
Issuer symbol: N/A
Transactions as of: 19 Oct 2023
Net transactions value: $0
Form type: 4
Filing time: 23 Oct 2023, 15:09:02 UTC
Previous filing: 18 Oct 2023
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	PCCTW	Common Stock	Other		-585,000	-10%		5,075,000	19 Oct 2023	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	PCCTW	Private Placement Warrants	Other		+10,050,000			10,050,000	19 Oct 2023	Common Stock	10,050,000		Direct	F2, F3

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

Explanation of Responses:

Id	Content
F1	To facilitate fundraising efforts of the Issuer (f/k/a Perception Capital Corp. II) in connection with the Issuer's proposed initial business combination, Perception Capital Partners II LLC ("Sponsor") agreed to forfeit for cancellation certain shares of common stock, par value $0.0001 per share, of the Issuer ("Common Stock") upon the closing of the Issuer's initial business combination on October 19, 2023 (the "Closing"), pursuant to a letter agreement, dated October 4, 2023, between Sponsor and the Issuer.
F2	Sponsor is managed by Perception Capital Partners LLC, which is controlled by Northern Pacific Group, L.P. Scott Honour and Marcy Haymaker control Northern Pacific Group, L.P. As a result, Scott Honour and Marcy Haymaker may be deemed to beneficially own shares held by Sponsor by virtue of their indirect shared control over Sponsor.
F3	Represents warrants of the Issuer ("Private Placement Warrants") purchased by Sponsor in a private placement in connection with the Issuer's initial public offering. Each Private Placement Warrant is exercisable for one share of Common Stock at an exercise price of $11.50 per share, subject to certain adjustments. The Private Placement Warrants may be exercised commencing thirty days following the Closing and expire on October 19, 2028.