Quantum Ventures LLC 3
3 · AtlasClear Holdings, Inc. · Filed Apr 16, 2024
Insider Transaction Report
Form 3
Quantum Ventures LLC
10% Owner
Holdings
- 3,796,335
Common Stock
Warrants to Purchase Common Stock
Exercise: $11.50From: 2024-02-09Exp: 2029-02-09→ Common Stock (4,922,500 underlying)
Footnotes (3)
- [F1]On February 9, 2024, the Issuer (f/k/a Calculator New Pubco, Inc.) consummated its initial business combination (the "Business Combination") pursuant to the business combination agreement dated November 16, 2022, as amended, among Quantum FinTech Acquisition Corporation ("Quantum"), AtlasClear, Inc., a Wyoming corporation, and the other parties thereto.
- [F2]This Form 3 is being filed by Quantum Ventures LLC ("Quantum Ventures"). Messrs. Schaible, Caamano and Patel are the three managers of Quantum Ventures. Any action by Quantum Ventures with respect to the securities held by it, including voting and dispositive decisions, requires a majority vote of the board of managers. Accordingly, under the so-called "rule of three," because voting and dispositive decisions are made by a majority of Quantum Ventures' managers, none of the managers of Quantum Ventures is deemed to be a beneficial owner of Quantum Ventures' securities, even those in which such manager holds a pecuniary interest. Accordingly, none of such individuals is deemed to have or share beneficial ownership of the securities held by Quantum Ventures.
- [F3]The warrants were acquired by Quantum Ventures in connection with Quantum's initial public offering and became exercisable upon consummation of the Business Combination.