Jack Heilbron - Feb 2, 2022 Form 3 Insider Report for Murphy Canyon Acquisition Corp. (MURF)

Signature
/s/ Jack K. Heilbron
Stock symbol
MURF
Transactions as of
Feb 2, 2022
Transactions value $
$0
Form type
3
Date filed
2/11/2022, 03:30 PM
Previous filing
Jan 7, 2022
Next filing
May 26, 2022

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
holding MURF Class A common stock, par value $0.0001 per share 754K Feb 2, 2022 By Murphy Canyon Acquisition Sponsor, LLC 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 MURF Warrants Feb 2, 2022 Class A common stock, par value $0.0001 per share 566K $11.50 By Murphy Canyon Acquisition Sponsor, LLC F2, F3, F4, F5
holding MURF Class B common stock, par value $0.0001 per share Feb 2, 2022 Class A common stock, par value $0.0001 per share 3.31M By Murphy Canyon Acquisition Sponsor, LLC F2, F6, F7
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 The shares of Class A common stock are underlying units (the "Private Placement Units"). Each Private Placement Unit consists of one share of Class A common stock and three-quarters of one redeemable warrant.
F2 Murphy Canyon Acquisition Sponsor, LLC (the "Sponsor") is the record holder of the securities reported herein. Jack K. Heilbron is the Managing Member and control person of the members and managers of the Sponsor. By virtue of this relationship, Mr. Heilbron may be deemed to share beneficial ownership of the securities held of record by the Sponsor. Mr. Heilbron disclaims any such beneficial ownership except to the extent of his pecuniary interest.
F3 The Warrants will become exercisable upon the later of 12 months from the closing of the Issuer's initial public offering and 30 days after the completion of the Issuer's initial business combination.
F4 The Warrants will expire five years after the completion of the Issuer's business combination or earlier upon redemption or liquidation.
F5 As described in the Issuer's registration statement on Form S-1 (333-262036) (the "S-1") under the heading "Redeemable Warrants," the number of shares issuable upon exercise and the conversion price of the Warrants are subject to certain adjustments as described therein. Cashless exercise is also permitted.
F6 On November 16, 2021, the Sponsor agreed to purchase 4,312,500 shares of Class B common stock (the "Founder Shares") pursuant to a private placement for an aggregate purchase price of $25,000, or approximately $0.006 per share. On January 26, 2022, the Sponsor surrendered and forfeited 1,006,250 of the Founder Shares for no consideration, following which the Sponsor holds 3,306,250 Founder Shares.
F7 As described in the S-1 under the heading "Founder Shares," the shares of Class B common stock will automatically convert into shares of Class A common stock at the time of the Issuer's initial business combination on a one-for-one basis, subject to certain adjustments described therein.