Key facts
- This page summarizes Pyrophyte Acquisition LLC's Form 4 filing for Pyrophyte Acquisition Corp. (PHYWF).
- 2 reported transactions and 1 derivative row are listed below.
- Accepted by SEC: 02 May 2023, 18:03.
Key filing fact
Ownership activity is grounded in SEC Form 4 disclosures.
Shares, units, or other non-derivative securities reported in this filing.
Conversion of derivative security
Options, warrants, convertible securities, or similar derivative positions disclosed in the filing.
Conversion of derivative security
Additional SEC filing notes
Footnote F1
In accordance with the amended and restated memorandum and articles of association of Pyrophyte Acquisition Corp. ("PHYT"), the Pyrophyte Acquisition LLC (the "Sponsor") elected to convert its Class B ordinary shares of PHYT, par value $0.0001 per share (the "Class B Ordinary Shares") into Class A ordinary shares of PHYT, par value $0.0001 per share (the "Class A Ordinary Shares") on a one-for-one basis for no consideration.
Footnote F2
The Class B Ordinary Shares were (i) convertible into Class A Ordinary Shares at the Sponsor's election on a one-for-one basis and (ii) automatically convertible into Class A Ordinary Shares at the time of the closing of PHYT's initial business combination on a one-for-one basis, in each case subject to adjustment pursuant to certain anti-dilution rights, and had no expiration date.
Footnote F3
The Sponsor is governed by a board of managers consisting of three managers, Sten L. Gustafson, Bernard Duroc-Danner and Thomas W. Major. Any action by the Sponsor with respect to the PHYT's securities held by it, including voting and dispositive decisions, requires at least a majority vote of the managers of the board of managers. Under the so-called "rule of three," because voting and dispositive decisions are made by a majority of the managers, none of the managers is deemed to be a beneficial owner of PHYT's securities held by the Sponsor, even those in which such manager holds a pecuniary interest. Accordingly, none of the managers on the Sponsor's board of managers is deemed to have or share beneficial ownership of the Class B Ordinary Shares held by the Sponsor.