Phoenix Venture Partners LP 3
3 · Comera Life Sciences Holdings, Inc. · Filed May 31, 2022
Insider Transaction Report
Form 3
Phoenix Venture Partners LP
10% Owner
Holdings
- 3,052,835
Common Stock
Earn-Out Shares
→ Common Stock (778,001 underlying)
Footnotes (3)
- [F1]These shares were issued in exchange for the Reporting Person's holdings in Comera Life Sciences, Inc. (the "Company") pursuant to the Business Combination Agreement dated January 31, 2022 among the Issuer, the Company, OTR Acqusition Corp., CLS Sub Merger 1 Corp. and CLS Sub Merger 2 Corp.
- [F2]The shares reported are directly held by Phoenix Venture Partners LP (the "Fund"). Phoenix General Partner LLC is the sole general partner of the Fund and has sole authority to vote (or direct the vote of), and to dispose (or direct the disposal) of, these shares on behalf of the Fund. The Reporting Person disclaims beneficial ownership of such shares except to the extent of its pecuniary interest therein.
- [F3]Each earn-out share represents a contingent right to receive one share of the Issuer's common stock if, at any time before May 19, 2024, the VWAP of the Issuer's common stock is equal to or greater than $12.50 for 20 trading days within any period of 30 consecutive trading days.