Avalon Acquisition Holdings Llc - Oct 5, 2021 Form 3 Insider Report for Avalon Acquisition Inc. (AVACU)

Role
10%+ Owner
Signature
/s/ S. Craig Cognetti, as Managing Member of Avalon Acquisition Holdings LLC.
Stock symbol
AVACU
Transactions as of
Oct 5, 2021
Transactions value $
$0
Form type
3
Date filed
10/14/2021, 07:25 PM

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 AVACU Class B common stock Oct 5, 2021 Class A common stock 5.03M 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 Issuer's registration statement on Form S-1 (File No. 333- 253654) under the heading "Description of Securities-Founder Shares," the shares of Class B common stock, par value $0.0001 per share of Avalon Acquisition Inc. (the "Issuer") will automatically convert into shares of Class A common stock, par value $0.0001 per share of the Issuer, at the time of the Issuer's initial business combination on a one-for-one basis, subject to certain adjustment, and have no expiration date.
F2 Includes up to 675,000 shares of Class B common stock that are subject to forfeiture depending on the extent to which the underwriter's over-allotment option is exercised.

Remarks:

Avalon Acquisition Holdings LLC (the "Sponsor") is the record holder of the shares reported herein. Each of S. Craig Cognetti and Donald H. Putnam is the managing member of the Sponsor and have shared voting and dispositive power over the founder shares owned by the Sponsor. Each of S. Craig Cognetti and Donald H. Putnam disclaims beneficial ownership of these shares except to the extent of any pecuniary interest therein.