Gregory Freedman - 06 Oct 2023 Form 4 Insider Report for Crixus BH3 Acquisition Co (BHAC)

Source evidence Original filing metadata and source links for verification. 4 source fields
SEC form
4
Accepted by SEC
11 Oct 2023, 19:20:15 UTC
Prior SEC filing
04 Oct 2021
Source filing
View source filing
Reporting owner 1 detail
Reporting owner signature
/s/ Brian J. Gavsie, Attorney-in-Fact

Key filing fact

Gregory Freedman filed Form 4 for Crixus BH3 Acquisition Co (BHAC) on 11 Oct 2023.

Key facts

  • This page summarizes Gregory Freedman's Form 4 filing for Crixus BH3 Acquisition Co (BHAC).
  • 2 reported transactions and 1 derivative row are listed below.
  • Accepted by SEC: 11 Oct 2023, 19:20.

Change

  • Previous filing in this sequence was filed on 04 Oct 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 non-derivative transactions

Shares, units, or other non-derivative securities reported in this filing.

BHAC transaction

Class A Common Stock

Conversion of derivative security

Transaction value
Shares
+3,000,000
Change %
Price
Shares after
3,000,000
Date
06 Oct 2023
Ownership
See footnote
Footnotes
F1, F2

Reported derivative securities

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

BHAC transaction Derivative

Class B Common Stock

Conversion of derivative security

Transaction value
Shares
-3,000,000
Change %
-72%
Price
Shares after
1,139,242
Date
06 Oct 2023
Ownership
See footnote
Underlying class
Class A Common Stock
Underlying amount
3,000,000
Exercise price
Footnotes
F1, F2, F3
* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Explanation of responses 3 footnotes

Footnote F1

Represents shares of Class A common stock of the Issuer acquired upon conversion of shares of Class B common stock of the Issuer at the Reporting Person's election.

Footnote F2

The securities are held directly by Crixus BH3 Sponsor LLC, the sponsor of the issuer (the "Sponsor"). The Sponsor is controlled by BH3 Management LLC, an entity owned and controlled indirectly by the Reporting Person and Daniel Lebensohn. Each of the Reporting Person and Mr. Lebensohn indirectly share voting and dispositive power over the securities held by the Sponsor, and may be deemed to beneficially own the securities held by the Sponsor. The Reporting Person and Mr. Lebensohn disclaim beneficial ownership of the securities held by the Sponsor except to the extent of their pecuniary interest therein.

Footnote F3

The shares of Class B common stock have no expiration date and will automatically convert into shares of Class A common stock 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 as set forth in the Issuer's registration statement on Form S-1 (File No. 333-259269). Pursuant to an amendment to the Issuer's amended and restated certificate of incorporation filed on October 6, 2023, holders of Class B common stock now also have the right to convert their shares of Class B common stock into shares of Class A common stock on a one-to-one basis at any time and from time to time at the election of the holder.

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