Samuel Lui - Feb 14, 2022 Form 3 Insider Report for Genesis Unicorn Capital Corp. (GENQ)

Role: Chairman, President, CFO, Director, 10%+ Owner
Signature: /s/ Samuel Lui
Stock symbol: GENQ
Transactions as of: Feb 14, 2022
Transactions value $: $0
Form type: 3
Date filed: 3/4/2022, 11:46 AM
Next filing: Mar 4, 2022

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	GENQ	Class B Common Stock, par value $0.0001 per share							Feb 14, 2022	Class A Common Stock, par value $0.0001	1.95M		Direct	F1, F2

* 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. 333-257623) under the heading "Description of Securities-Founder Shares and Placement Shares, the Class B Common Stock, par value $0.0001 per share of Genesis Unicorn Capital Corp., a Delaware corporation (the "Issuer") will automatically convert into shares of Class A Common Stock, par value $0.0001 of the Issuer at the time of the Issuer's initial business combination, on a one-for-one basis, subject to adjustment for share splits, share dividends, reorganizations, recapitalizations and similar transactions, and certain antidilution rights and have no expiration date.
F2	Genesis Unicorn Capital, LLC (the "Sponsor") is the record holder of the shares of Class B Common Stock reported herein. The Reporting Person is the Chairman of the Board, President and Chief Financial Officer of the Issuer and the Manager of the Sponsor and may be deemed to share beneficial ownership of the securities held of record by the Sponsor. As the manager of the Sponsor, the Reporting Person disclams any such beneficial ownership except ot the extent of his pecuniary interest.

Content

As described in the Registration Statement on Form S-1 (File No. 333-257623) under the heading "Description of Securities-Founder Shares and Placement Shares, the Class B Common Stock, par value $0.0001 per share of Genesis Unicorn Capital Corp., a Delaware corporation (the "Issuer") will automatically convert into shares of Class A Common Stock, par value $0.0001 of the Issuer at the time of the Issuer's initial business combination, on a one-for-one basis, subject to adjustment for share splits, share dividends, reorganizations, recapitalizations and similar transactions, and certain antidilution rights and have no expiration date.

Genesis Unicorn Capital, LLC (the "Sponsor") is the record holder of the shares of Class B Common Stock reported herein. The Reporting Person is the Chairman of the Board, President and Chief Financial Officer of the Issuer and the Manager of the Sponsor and may be deemed to share beneficial ownership of the securities held of record by the Sponsor. As the manager of the Sponsor, the Reporting Person disclams any such beneficial ownership except ot the extent of his pecuniary interest.