HC PROPTECH PARTNERS II LLC - 29 Nov 2022 Form 4 Insider Report for Appreciate Holdings, Inc.

Role: 10%+ Owner
Signature: /s/ Thomas D. Hennessy, Managing Member of HC PropTech II LLC
Issuer symbol: N/A
Transactions as of: 29 Nov 2022
Net transactions value: $0
Form type: 4
Filing time: 01 Dec 2022, 20:17:03 UTC
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	SFR	Class A Common Stock	Options Exercise	$0	+5,595,000		$0.000000	5,595,000	29 Nov 2022	Direct	F1
transaction	SFR	Class A Common Stock	Other	$0	-5,595,000	-100%	$0.000000^*	0	29 Nov 2022	Direct	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	SFR	Class B Common Stock	Options Exercise	$0	-5,595,000	-100%	$0.000000^*	0	29 Nov 2022	Class A Common Stock	5,595,000		Direct	F1

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

HC PROPTECH PARTNERS II LLC is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id	Content
F1	As described in the registrant's registration statements on Form S-1 (File Nos. 333-249477 and 333-251115) under the heading "Description of Securities-Founder Shares," the shares of Class B common stock were automatically convertible into shares of Class A common stock 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. In connection with the closing of the registrant's initial business combination, the outstanding shares of Class B common stock were converted into shares of Class A common stock.
F2	Represents the pro rata distribution of the shares of Class A common stock of the registrant held by the reporting person to all of its members or their permitted transferees.

Content

As described in the registrant's registration statements on Form S-1 (File Nos. 333-249477 and 333-251115) under the heading "Description of Securities-Founder Shares," the shares of Class B common stock were automatically convertible into shares of Class A common stock 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. In connection with the closing of the registrant's initial business combination, the outstanding shares of Class B common stock were converted into shares of Class A common stock.

Represents the pro rata distribution of the shares of Class A common stock of the registrant held by the reporting person to all of its members or their permitted transferees.