Wen Sponsor LLC - 15 May 2025 Form 3 Insider Report for WEN Acquisition Corp (WENN)

Role
10%+ Owner
Signature
/s/ Ryan Gilbert, as Managing Member of Wen Management Sponsor LLC, as Sole Managing Member of Wen Sponsor LLC
Issuer symbol
WENN
Transactions as of
15 May 2025
Net transactions value
$0
Form type
3
Filing time
15 May 2025, 20:36:17 UTC
SEC
View on sec.gov

Reporting Owners (4)

Name Relationship Address Signature Signature date CIK
Wen Sponsor LLC 10%+ Owner 180 GRAND AVENUE,, SUITE 1530, OAKLAND /s/ Ryan Gilbert, as Managing Member of Wen Management Sponsor LLC, as Sole Managing Member of Wen Sponsor LLC 15 May 2025 0002060531
Wen Management Sponsor LLC 10%+ Owner 180 GRAND AVENUE,, SUITE 1530, OAKLAND /s/ Shami Patel, as Managing Member of Wen Management Sponsor LLC, as Sole Managing Member of Wen Sponsor LLC 15 May 2025 0002060662
Gilbert Ryan Mark 10%+ Owner 180 GRAND AVENUE,, SUITE 1530, OAKLAND /s/ Ryan Gilbert 15 May 2025 0001821098
Patel Shami 10%+ Owner 180 GRAND AVENUE,, SUITE 1530, OAKLAND /s/ Shami Patel 15 May 2025 0001378251

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 WENN Class B Ordinary Shares 15 May 2025 Class A Ordinary Shares 7,503,750 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 registration statement on Form S-1 (File No. 333-286872) of Wen Acquisition Corp (the "Issuer") under the heading "Description of Securities--Founder Shares," the Class B ordinary shares will automatically convert into Class A ordinary shares at the time of the Issuer's initial business combination, or at any time prior to the Issuer's initial business combination, at the option of the holder, on a one-for-one basis, subject to certain adjustments. The Class B ordinary shares have no expiration date.
F2 These shares represent the Class B ordinary shares held by Wen Sponsor LLC (the "Sponsor") acquired pursuant to a subscription agreement by and between the Issuer and the Sponsor. The Class B ordinary shares include up to 978,750 shares that are subject to forfeiture in the event the underwriters of the Issuer's initial public offering do not exercise in full their over-allotment option as described in the Issuer's registration statement.
F3 Wen Management Sponsor LLC ("WMS") is the sole managing member of the Sponsor and Ryan Gilbert and Shami Patel are the managing members of WMS and hold voting and investment discretion with respect to the ordinary shares held of record by the Sponsor. As such, Mr. Gilbert and Mr. Patel may be deemed to have beneficial ownership of the securities held of record by the Sponsor. The reporting persons disclaim beneficial ownership of the securities reported herein, except to the extent of their pecuniary interest therein.