4//SEC Filing
Yu Peter 4
Accession 0001104659-23-106502
CIK 0001889112other
Filed
Oct 2, 8:00 PM ET
Accepted
Oct 3, 7:08 PM ET
Size
12.6 KB
Accession
0001104659-23-106502
Insider Transaction Report
Form 4
Pangaea Three-B, LP
10% Owner
Transactions
- Conversion
Class A ordinary shares
2023-09-29+5,749,998→ 5,749,998 total - Conversion
Class B ordinary shares
2023-09-29−5,749,998→ 2 total→ Class A ordinary shares (5,749,998 underlying)
CGC II Sponsor LLC
10% Owner
Transactions
- Conversion
Class A ordinary shares
2023-09-29+5,749,998→ 5,749,998 total - Conversion
Class B ordinary shares
2023-09-29−5,749,998→ 2 total→ Class A ordinary shares (5,749,998 underlying)
Yu Peter
DirectorSee Remarks10% Owner
Transactions
- Conversion
Class A ordinary shares
2023-09-29+5,749,998→ 5,749,998 total - Conversion
Class B ordinary shares
2023-09-29−5,749,998→ 2 total→ Class A ordinary shares (5,749,998 underlying)
Footnotes (4)
- [F1]Represents Class A ordinary shares of Cartesian Growth Corporation II (the "Issuer", and such shares the "Class A Shares") acquired upon conversion of Class B ordinary shares of the Issuer (the "Class B Shares") at the election of CGC II Sponsor LLC (the "Sponsor") and CGC II Sponsor DirectorCo LLC ("DirectorCo").
- [F2]Represents 5,649,999 Class A Shares held by the Sponsor and 99,999 Class A Shares held by DirectorCo for the benefit of the Issuer's independent directors. The Sponsor is the sole managing member of DirectorCo. Pangaea Three-B, LP is the sole member of the Sponsor and is controlled by Peter Yu, the Issuer's Chairman and Chief Executive Officer. Consequently, each of Pangaea Three-B, LP and Mr. Yu may be deemed to share voting and dispositive control over the Class A Shares held by the Sponsor and DirectorCo, and thus to share beneficial ownership of such Class A Shares. Mr. Yu disclaims beneficial ownership of the Class A Shares held by the Sponsor and DirectorCo, except to the extent of his pecuniary interest therein.
- [F3]The Class B Shares have no expiration date and will automatically convert into Class A Shares at the time of the initial business combination of the Issuer, 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. 333-261866).
- [F4]Consists of one Class B Share held by the Sponsor and one Class B share held by DirectorCo. The Sponsor is the sole managing member of DirectorCo. Pangaea Three-B, LP is the sole member of the Sponsor and is controlled by Peter Yu, the Issuer's Chairman and Chief Executive Officer. Consequently, each of Pangaea Three-B, LP and Mr. Yu may be deemed to share voting and dispositive control over the Class B Shares held by the Sponsor and DirectorCo, and thus to share beneficial ownership of such Class B Shares. Mr. Yu disclaims beneficial ownership of the Class B Shares held by the Sponsor and DirectorCo, except to the extent of his pecuniary interest therein.
Documents
Issuer
Cartesian Growth Corp II
CIK 0001889112
Entity typeother
Related Parties
1- filerCIK 0001426890
Filing Metadata
- Form type
- 4
- Filed
- Oct 2, 8:00 PM ET
- Accepted
- Oct 3, 7:08 PM ET
- Size
- 12.6 KB