Mistry Faramaraz Jeremey 4
4 · Meridian3 Industrials Acquisition Corp · Filed Jul 7, 2026
Research Summary
AI-generated summary of this filing
Meridian3 (MIAC) CEO Mistry Transfers Convertible Shares, Acquires Warrants
What Happened
Meridian3 Industrials Acquisition Corp CEO Faramaraz Jeremey Mistry reported a series of derivative “other” acquisitions and dispositions on July 6, 2026. The Form 4 shows transfers of convertible Class B ordinary shares and derivative instruments (reported at $1.00 each) as follows (values reported on the form): disposed 2,381,250 Class B shares for $11,906; acquired 793,750 Class B shares for $3,969; acquired 3,750,000 derivative instruments at $1.00 each for $3,750,000; disposed 750,000 derivative instruments at $1.00 each for $750,000; and acquired 250,000 derivative instruments at $1.00 each for $250,000. The aggregate reported consideration across these transactions is about $4,765,875, with a net reported cash outflow (acquisitions minus dispositions) of approximately $3,242,063.
Key Details
- Transaction date: July 6, 2026; Form filed July 7, 2026 (timely). Transaction code: J (other acquisition or disposition); securities reported as derivatives.
- Prices / reported values: small Class B transfers reported at ~$0.005 per share (reflected in the reported dollar amounts), other derivative instruments reported at $1.00 each.
- Holdings after transactions (per footnotes): the Reporting Person beneficially holds 793,750 Class B Shares and 250,000 Private Placement Warrants through Meridian3 Capital SPC (joint control), plus 25,000 Class B Shares held directly — total Class B beneficial interest 818,750 shares and 250,000 warrants.
- Relevant footnotes:
- F1: Class B shares are convertible 1-for-1 into Class A shares and will convert on the company’s initial business combination.
- F2–F6: Transactions reflect securities assignment agreements between the Sponsor and sponsor team members (transfers at IPO prices) and the Reporting Person’s joint control of the entity that holds certain securities. The Private Placement Warrants described (purchased by the Sponsor at $1.00 each) entitle holders to buy Class A shares at $11.50 post-business combination.
- Filing status: filed timely (no late filing indicated). The Reporting Person disclaims beneficial ownership except to the extent of pecuniary interest (per F7).
Context
These entries are internal sponsor/sponsor-team transfers and warrant/convertible-share movements (Form 4 code J), not open-market trades. Class B shares reported here are convertible into Class A shares upon the company’s business combination; Private Placement Warrants carry exercisability/expiration terms described in the filing. Such sponsor-side reallocations generally reflect organizational structuring rather than a direct market buy/sell signal by the CEO.
Insider Transaction Report
- Other
Class B Ordinary Shares
[F1][F2][F7]2026-07-06$0.01/sh−2,381,250$11,906→ 2,450,000 total(indirect: By LLC)→ Class A Ordinary Shares (2,381,250 underlying) - Other
Class B Ordinary Shares
[F1][F3][F6]2026-07-06$0.01/sh+793,750$3,969→ 793,750 total(indirect: Through Meridian3 Capital SPC - Meridian3 Industrials Acquisition SP)→ Class A Ordinary Shares (793,750 underlying) - Other
Private Placement Warrants (Right to Buy)
[F4][F5][F7]2026-07-06$1.00/sh+3,750,000$3,750,000→ 3,750,000 total(indirect: By LLC)Exercise: $11.50→ Class A Ordinary Shares (3,750,000 underlying) - Other
Private Placement Warrants (Right to Buy)
[F4][F5][F7]2026-07-06$1.00/sh−750,000$750,000→ 3,000,000 total(indirect: By LLC)Exercise: $11.50→ Class A Ordinary Shares (750,000 underlying) - Other
Private Placement Warrants (Right to Buy)
[F4][F5][F6]2026-07-06$1.00/sh+250,000$250,000→ 250,000 total(indirect: Through Meridian3 Capital SPC - Meridian3 Industrials Acquisition SP)Exercise: $11.50→ Class A Ordinary Shares (250,000 underlying)
Footnotes (7)
- [F1]The Class B Ordinary Shares, par value $0.0001 per share ("Class B Shares"), have no expiration date and are convertible into Class A Ordinary Shares, par value $0.0001 per share ("Class A Shares"), of the Issuer at any time at the option of the holder on a one-for-one basis and will otherwise automatically convert into Class A Shares at the time of the Issuer's initial business combination on a one-for-one basis.
- [F2]Pursuant to securities assignment agreements between Meridian3 Partners Sponsor LLC (the "Sponsor") and each of the sponsor team members, the Sponsor transferred an aggregate of 2,381,250 Class B Shares to the sponsor team members upon the closing of the Issuer's initial public offering (the "IPO") at $0.005 per share.
- [F3]Pursuant to a securities assignment agreement between the Reporting Person and the Sponsor, the Sponsor transferred 396,875 Class B Shares each to the Reporting Person and to David Robert Bulley for a purchase price of $0.005 per share at IPO. The total 793,750 Class B Shares are held through the entity Meridian3 Capital SPC - Meridian3 Industrials Acquisition SP, which is jointly controlled by the Reporting Person and David Robert Bulley.
- [F4]Each Private Placement Warrant of the Issuer reported herein entitles the holder thereof to purchase one Class A Share at a price of $11.50 per share, subject to adjustment as described in the registration statement of the Issuer. The Private Placement Warrants will become exercisable 30 days after the completion of the Issuer's initial business combination and will expire at 5:00 p.m., New York City time, five years after the completion of the Issuer's initial business combination, or earlier upon redemption, or the Issuer's liquidation. Pursuant to a warrant assignment agreement between the Reporting Person and the Sponsor, upon the closing of the IPO, the Sponsor transferred 125,000 Private Placement Warrants each to the Reporting Person and to David Robert Bulley. The total 250,000 Private Placement Warrants are held through the entity Meridian3 Capital SPC - Meridian3 Industrials Acquisition SP, which is jointly controlled by the Reporting Person and David Robert Bulley
- [F5]The Sponsor purchased the Private Placement Warrants at a price of $1.00 per warrant in a private placement that closed simultaneously with the closing of the IPO. The price reported reflects the per-warrant purchase price paid by the Sponsor, which is the price at which the warrants were transferred to the Reporting Person.
- [F6]The Reporting Person beneficially holds 793,750 Class B Shares and 250,000 Private Placement Warrants by virtue of their joint control of Meridian3 Capital SPC - Meridian3 Industrials Acquisition SP, which is the sole managing member of the Sponsor. The Reporting Person also holds 25,000 Class B Shares, previously reported on Form 3, directly in their own name.
- [F7]The Reporting Person may be deemed to be the beneficial owner of the securities by virtue of their control of Meridian3 Capital SPC - Meridian3 Industrials Acquisition SP, which is the sole managing member of the Sponsor. The Reporting Person disclaims beneficial ownership of the securities except to the extent of their pecuniary interest therein.