Juggernaut Sponsor LLC - 23 Jun 2023 Form 4 Insider Report for Jaws Juggernaut Acquisition Corp

Source evidence Original filing metadata and source links for verification. 4 source fields
SEC form
4
Accepted by SEC
26 Jun 2023, 20:01:02 UTC
Prior SEC filing
17 Jun 2021
Source filing
View source filing
Reporting owner 1 detail
Reporting owner signature
Juggernaut Sponsor LLC By: /s/ Michael Racich, as Attorney-in-Fact

Key filing fact

Juggernaut Sponsor LLC filed Form 4 for Jaws Juggernaut Acquisition Corp on 26 Jun 2023.

Key facts

  • This page summarizes Juggernaut Sponsor LLC's Form 4 filing for Jaws Juggernaut Acquisition Corp.
  • 1 reported transaction and 1 derivative row are listed below.
  • Accepted by SEC: 26 Jun 2023, 20:01.

Change

  • Previous filing in this sequence was filed on 17 Jun 2021.
  • Current net transaction value: $0.

Research use

  • This tells you what this filing adds before you inspect full transaction and derivative tables.
  • You can trace every row back to the original SEC filing document.

Evidence

Filed on Form 4

Ownership activity is grounded in SEC Form 4 disclosures.

View source filing

Reported derivative securities

Options, warrants, convertible securities, or similar derivative positions disclosed in the filing.

JUGG transaction Derivative

Class B ordinary shares

Disposed to Issuer

Transaction value
$0
Shares
-6,899,999
Change %
-100%
Price
$0.000000
Shares after
1
Date
23 Jun 2023
Ownership
Direct
Underlying class
Class A Ordinary Shares
Underlying amount
6,899,999
Exercise price
Footnotes
F1, F2, F3, F4
* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Section 16 status

Juggernaut Sponsor LLC is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may still apply in specific circumstances.

Explanation of responses 4 footnotes

Footnote F1

As described in the JAWS Juggernaut Acquistion Corporation's (the "Issuer") registration statement on Form S-1 (File No. 333-253076) under the heading "Description of Securities--Founder Shares," the Class B ordinary shares, par value $0.0001 per share (the "Class B ordinary shares"), would have automatically converted into Class A ordinary shares, par value $0.0001 per share (the "Class A ordinary shares"), of the Issuer at the time of the Issuer's initial business combination, or earlier at the option of the holder, on a one-for-one basis, subject to adjustment for share splits, share capitalizations, reorganizations, recapitalizations and the like, and certain anti-dilution rights and have no expiration date. In connection with the liquidation and dissolution of the Issuer, the reporting persons surrendered to the Issuer, for no consideration 6,899,999 Class B ordinary shares.

Footnote F2

This form is being filed by the following Reporting Persons: Juggernaut Sponsor LLC ("Juggernaut Sponsor"), Jaws Equity Owner 148, L.L.C. ("Jaws Equity Owner"), PDM Juggernaut Investor, LLC ("PDM Investor"), Barry S. Sternlicht, Paul E. Jacobs, Ph.D. and Derek K. Aberle.

Footnote F3

Juggernaut Sponsor is jointly controlled by PDM Investor and Jaws Equity Owner, which share voting and investment discretion with respect to the securities held by Juggernaut Sponsor. PDM Investor is jointly controlled by Paul E. Jacobs, Ph.D. and Derek K. Aberle. Jaws Equity Owner is controlled by Barry S. Sternlicht. Accordingly, each of Dr. Jacobs and Mr. Sternlicht (who also serve on the issuer's board of directors) and Mr. Aberle may be deemed to share dispositive power over the securities held by Juggernaut Sponsor. Because of the relationship among the Reporting Persons, the Reporting Persons may be deemed to beneficially own the securities reported herein to the extent of their respective pecuniary interests. Each Reporting Person disclaims beneficial ownership of any securities reported herein except to the extent of such entity's or such person's pecuniary interest therein.

Footnote F4

Pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), this filing shall not be deemed an admission that the Reporting Persons are, for purposes of Section 16 of the Exchange Act or otherwise, the beneficial owners of any equity securities in excess of their respective pecuniary interests.

SEC remarks

After giving effect to the Issuer's delisting and deregistration, the Reporting Persons will no longer be subject to Section 16 reporting obligations.

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