Statement of Changes in Beneficial Ownership (4)
June 12 2023 - 3:56PM
Edgar (US Regulatory)
FORM 4
☐
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
|
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
|
OMB APPROVAL
OMB Number:
3235-0287
Estimated average burden hours per response...
0.5
|
|
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
|
|
1. Name and Address of Reporting Person
*
AJJARAPU SURENDRA K |
2. Issuer Name and Ticker or Trading Symbol
Semper Paratus Acquisition Corp
[
LGST
]
|
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director __X__ 10% Owner __X__ Officer (give title below) _____ Other (specify below) CEO and Chairman |
(Last)
(First)
(Middle)
767 THIRD AVENUE, 38TH FLOOR |
3. Date of Earliest Transaction
(MM/DD/YYYY)
6/7/2023 |
(Street)
NEW YORK, NY 10017 |
4. If Amendment, Date Original Filed
(MM/DD/YYYY)
|
6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
|
(City)
(State)
(Zip)
|
Rule 10b5-1(c) Transaction Indication
☐
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan that is intended to
satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
|
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
|
1.Title of Security (Instr. 3)
|
2. Trans. Date
|
2A. Deemed Execution Date, if any
|
3. Trans. Code (Instr. 8)
|
4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
|
5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
|
6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
|
7. Nature of Indirect Beneficial Ownership (Instr. 4)
|
Code
|
V
|
Amount
|
(A) or (D)
|
Price
|
Class A ordinary shares, par value $0.0001 per share (1) | 6/7/2023 | | A | | 1000000 | A | (2) | 1000000 | I | By SSVK Associates, LLC (3) |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
|
1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) |
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Class B ordinary shares, par value $0.0001 per share | (4) | 6/7/2023 | | A | | 7988889 (3) | | (4) | (4) | Class A ordinary shares, par value $0.0001 per share | 7988889 | (2) | 7988889 | I | By SSVK Associates, LLC (3) |
Warrants (5) | $11.5 | 6/7/2023 | | A | | 500000 (2) | | (6) | (7) | Class A ordinary shares, par value $0.0001 per share | 500000 | (2) | 500000 | I | By SSVK Associates, LLC (3) |
Explanation of Responses: |
(1) | The Class A Ordinary shares are underlying the units (the "Private Placement Units"). As described in the Issuer's registration statement on Form S-1 (No. 333-260113) under the heading "Description of Securities - Units" each Private Placement Unit consists of one share of the Issuer's Class A ordinary shares and one-half of one redeemable warrant. |
(2) | SSVK Associates, LLC the sponsor of the Issuer (the "Sponsor"), purchased all its interests in the Issuer, including certain other rights and obligations in accordance with a purchase agreement, dated as of May 4, 2023, entered into by and among, Reporting Person, the Issuer and other certain securityholders for an aggregate purchase price of $1 (one dollar) due on the date on which a business combination is completed. |
(3) | The securities are held directly by the Sponsor. Surendra Ajjarapu, the Issuer's Chairman and Chief Executive Officer is the manager of the Sponsor. Mr. Ajjarapu may be deemed to beneficially own the securities held by the Sponsor by virtue of his control over the Sponsor. Mr. Ajjarapu disclaims beneficial ownership of the securities held by the Sponsor, except to the extent of his respective pecuniary interest. |
(4) | As described in the Issuer's registration statement on Form S-1 (No. 333-260113) under the heading "Description of Securities-Founder Shares", the shares of Class B ordinary shares will automatically convert into shares of Class A ordinary shares at the time of the Issuer's initial business combination on a one-for-one basis subject to certain adjustments and have no expiration date. |
(5) | The Warrants are underlying the Private Placement Units. As described in the Issuer's registration statement on Form S-1 (No. 333-260113) under the heading "Description of Securities - Units" each Private Placement Unit consists of one share of the Issuer's Class A ordinary shares and one-half of one redeemable warrant. |
(6) | The Warrants will become exercisable upon the later of 12 months from the closing of the Issuer's initial public offering and 30 days after the completion of the Issuer's initial business combination. |
(7) | The Warrants will expire five years after the completion of the Issuer's business combination or earlier upon redemption or liquidation. |
Reporting Owners
|
Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
AJJARAPU SURENDRA K 767 THIRD AVENUE 38TH FLOOR NEW YORK, NY 10017 | X | X | CEO and Chairman |
|
Signatures
|
/s/ Surendra Ajjarapu, by Nelson Mullins Riley & Scarborough LLP with Power of Attorney | | 6/12/2023 |
**Signature of Reporting Person | Date |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
Note: | File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. |
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. |
Semper Paratus Acquisiti... (NASDAQ:LGST)
Historical Stock Chart
From Sep 2024 to Oct 2024
Semper Paratus Acquisiti... (NASDAQ:LGST)
Historical Stock Chart
From Oct 2023 to Oct 2024