Joy Yi Hua - Sep 26, 2024 Form 3 Insider Report for Foxx Development Holdings Inc. (FOXX)

Role
CFO and Chairwoman, Director, 10%+ Owner
Signature
/s/ Joy Yi Hua
Stock symbol
FOXX
Transactions as of
Sep 26, 2024
Transactions value $
$0
Form type
3
Date filed
9/26/2024, 05:00 PM
Previous filing
Jun 9, 2022

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
holding FOXX Common Stock 2.16M Sep 26, 2024 See footnote 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
holding FOXX Warrants Sep 26, 2024 Common Stock 7.84M See Footnote F1, F2, F3, F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 In connection with the closing of the initial business combination of Acri Capital Acquisition Corporation ("ACAC"), pursuant to certain business combination agreement by and among ACAC, Acri Capital Merger Sub I Inc., a Delaware corporation and subsidiary of the ACAC ("PubCo"), Acri Capital Merger Sub II Inc., a Delaware corporation and subsidiary of the PubCo ("Merger Sub"), and Foxx Development Inc., a Texas corporation ("Foxx"), dated February 18, 2024, 2,156,250 shares of common stock and 7,843,923 warrants of PubCo (now known as "Foxx Development Holdings Inc." the "Issuer") were issued to Acri Capital Sponsor LLC on the date hereof. Ms. Joy Yi Hua is the manager of Acri Capital Sponsor LLC and thus, is deemed to beneficially own all such 2,156,250 shares of Common Stock and 7,843,923 warrants held by Acri Capital Sponsor LLC in the Issuer.
F2 Acri Capital Sponsor LLC is the record holder of the shares reported herein.
F3 As described in a certain Warrant Assumption Agreement, dated the date hereof, between the Issuer, ACAC and Vstock Transfer, LLC (the "Warrant Agent"), which amends a certain Warrant Agreement, dated June 9, 2022, between ACAC and the Warrant Agent (the "Warrant Agreement"), the warrants may be exercised only commencing on September 26, 2024 and 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 September 26, 2024, and (ii) at 5:00 p.m., New York City time on the Redemption Date as provided in Section 6.2 of the Warrant Agreement .
F4 Acri Capital Sponsor LLC is the record holder of the warrants reported herein.