GoGreen Sponsor 1 LP - Oct 20, 2021 Form 3 Insider Report for GoGreen Investments Corp (GOGN.U)

Role
10%+ Owner
Signature
GoGreen Sponsor 1 LP By: /s /John Dowd, Managing Member of GoGreen Holdings 1 LLC, the General Partner of GoGreen Sponsor 1 LP
Stock symbol
GOGN.U
Transactions as of
Oct 20, 2021
Transactions value $
$0
Form type
3
Date filed
10/20/2021, 09:37 PM
Next filing
Oct 27, 2021

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 GOGN.U Class B Ordinary Shares Oct 20, 2021 Class A Ordinary Shares 6.9M Direct 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 registrant's registration statement on Form S-1 (File No. 333-256781) under the heading "Description of Securities--Founder Shares", the Class B ordinary shares will automatically convert into shares of Class A ordinary shares at the time of the registrant's initial business combination on a one-for-one basis, subject to certain adjustments described therein and have no expiration date.
F2 . These shares represent the Class B ordinary shares held by GoGreen Sponsor 1 LP (the "Sponsor") acquired pursuant to a subscription agreement dated as of March 17, 2021 by and between the Sponsor and the registrant. These shares include an aggregate of 900,000 shares that are subject to forfeiture to the extent that the underwriter's do not exercise their over-allotment option in connection with the registrant's initial public offering in full. GoGreen Holdings 1 LLC is the general partner of the Sponsor, of which John Dowd is the managing member. Each of our officers, directors, director nominees and executive advisors is a limited partner of GoGreen Sponsor I LP. Each such individual disclaims any beneficial ownership of the reported shares other than to the extent of any pecuniary interest he or she may have therein, directly or indirectly.
F3 Mr. Dowd may be deemed to have beneficial ownership of the shares held by the Sponsor by virtue of his control over the Sponsor, as managing member of the Sponsor's general partner. Mr. Dowd disclaims beneficial ownership of the ordinary shares held by the Sponsor other than to the extent of his pecuniary interest in such shares.