Acri Capital Sponsor LLC - Jun 9, 2022 Form 3 Insider Report for Acri Capital Acquisition Corp (ACAC)

Role: 10%+ Owner
Signature: /s/ Joy Yi Hua
Stock symbol: ACAC
Transactions as of: Jun 9, 2022
Transactions value $: $0
Form type: 3
Date filed: 6/9/2022, 09:03 PM
Next filing: Sep 26, 2024

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
holding	ACAC	Class B Common Stock						2.16M	Jun 9, 2022	See footnote	F1, 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
holding	ACAC	Private Placement Warrants							Jun 9, 2022	Class A Common Stock	5.67M	$11.50	See footnote	F2, F3, F4

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

Explanation of Responses:

Id	Content
F1	Class B common stock will automatically convert into Class A common stock on one-for-one basis, subject to certain adjustments as provided in the amended and restated certificate of incorporation of Acri Capital Acquisition Corporation ("Issuer") upon the consummation of an initial business combination.
F2	In connection with the closing of the initial public offering of the Issuer on June 9, 2022 and assuming the exercise of the over-allotment option in full by underwriters, Joy Yi Hua is deemed to beneficially own 2,156,250 shares of Class B Common Stock and 5,671,250 private placement warrants held by Acri Capital Sponsor LLC.
F3	Acri Capital Sponsor LLC is the record holder of the shares reported herein. Joy Yi Hua is the manager of Acri Capital Sponsor LLC. As such. Ms. Hua is deemed to have beneficial ownership of the shares of common stock held directly by Acri Capital Sponsor LLC. Ms. Hua disclaims beneficial ownership over any securities owned by our sponsor in which she does not have any pecuniary interest.
F4	As described in the Warrant Agreement, dated June 9, 2022, between the Issuer and Vstock Transfer, LLC (the "Warrant Agent"), and filed as Exhibit 4.4 to the issuer's registration statement on Form S-1 (File No. 333-263477) (the "Registration Statement"), the private placement warrants may be exercised only during the period (a) commencing on the later of: (i) the date of the consummation by the Company of a merger, share exchange, asset acquisition, stock purchase, recapitalization, reorganization or other similar business combination with one or more businesses or entities (described in the Registration Statement), and (ii) the date that is twelve (12) months from the date of the closing of the Public Offering, and (b) terminating at 5:00 p.m., New York City time on the earlier to occur of (i) the date that is five (5) years after the date on which the Company consummates a Business Combination, (ii) at 5:00 p.m., New York City time on the Redemption Date as provided in Section 6.2 of the Warrant Agreement and (iii) the liquidation of the Trust Account (as described in the Registration Statement).