Harry L. You - 31 Dec 2024 Form 4 Insider Report for Coliseum Acquisition Corp.

Source evidence Original filing metadata and source links for verification. 5 source fields
SEC form
4
Accepted by SEC
03 Jan 2025, 18:22:39 UTC
Prior SEC filing
26 Dec 2024
Next SEC filing
31 Jan 2025
Source filing
View source filing
Reporting owner 1 detail
Reporting owner signature
/s/ Harry L. You

Key filing fact

Harry L. You filed Form 4 for Coliseum Acquisition Corp. on 03 Jan 2025.

Key facts

  • This page summarizes Harry L. You's Form 4 filing for Coliseum Acquisition Corp..
  • 4 reported transactions and 2 derivative rows are listed below.
  • Accepted by SEC: 03 Jan 2025, 18:22.

Change

  • Previous filing in this sequence was filed on 26 Dec 2024.
  • 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.

MITA transaction

Class A Ordinary Shares

Options Exercise

Transaction value
Shares
+1
Change %
+0%
Price
Shares after
1,075,000
Date
31 Dec 2024
Ownership
Direct
Footnotes
F1
MITA transaction

Class A Ordinary Shares

Disposed to Issuer

Transaction value
$0
Shares
-424,880
Change %
-40%
Price
$0.000000
Shares after
650,120
Date
31 Dec 2024
Ownership
Direct
Footnotes
F2

Reported derivative securities

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

MITA transaction Derivative

Class B Ordinary Share

Options Exercise

Transaction value
$0
Shares
-1
Change %
-100%
Price
$0.000000
Shares after
0
Date
31 Dec 2024
Ownership
Direct
Underlying class
Class A Ordinary Share
Underlying amount
1
Exercise price
Footnotes
F1
MITA transaction Derivative

Private Placement Warrants

Disposed to Issuer

Transaction value
Shares
-2,257,500
Change %
-100%
Price
Shares after
0
Date
31 Dec 2024
Ownership
By Berto, LLC
Underlying class
Class A Ordinary Share
Underlying amount
2,257,500
Exercise price
$11.50
Footnotes
F3, F4, F5
* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Explanation of responses 5 footnotes

Footnote F1

In connection with and immediately prior to the closing of the business combination ("Business Combination") between Coliseum Acquisition Corp. ("Coliseum"), Rain Enhancement Technologies, Inc., and Rain Enhancement Technologies Holdco, Inc. ("Holdco"), the sole outstanding Coliseum Class B ordinary share, par value $0.001 per share ("Class B Ordinary Share"), was converted into one Class A ordinary share, par value $0.001 per share, of Coliseum ("Coliseum Class A Ordinary Shares") in accordance with Coliseum's Amended and Restated Memorandum and Articles of Association. Prior to such conversion, the Coliseum Class B Ordinary Share had no expiration date.

Footnote F2

In connection with the consummation of the Business Combination, Harry L. You forfeited 424,880 Coliseum Class A Ordinary Shares for no consideration pursuant to the terms of the Non-Redemption Agreements dated November 22, 2023, between Mr. You, Coliseum, and the other parties thereto.

Footnote F3

In connection with the Business Combination, Berto LLC ("Berto") agreed to exchange the 2,257,500 private placement warrants held by it for an aggregate of 564,375 shares of Holdco Class A common stock, par value $0.0001 per share.

Footnote F4

Each such private placement warrant entitled the holder to purchase one Class A Ordinary Share at a price of $11.50 per share, subject to adjustment, 30 days after the consummation of the Business Combination.

Footnote F5

Mr. You is the sole member of Berto and has voting and investment discretion with respect to the securities held of record by Berto. Mr. You disclaims beneficial ownership of the securities held by Berto, except to the extent of his pecuniary interest therein.

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