3//SEC Filing
PHELAN JOHN 3
Accession 0001213900-21-017597
CIK 0001846996other
Filed
Mar 23, 8:00 PM ET
Accepted
Mar 24, 9:12 PM ET
Size
13.3 KB
Accession
0001213900-21-017597
Insider Transaction Report
Form 3
PHELAN JOHN
Director
Holdings
- (indirect: By LLC)
Class B ordinary shares
→ Class A ordinary shares (12,350,000 underlying)
Footnotes (3)
- [F1]As described in the issuer's registration statement on Form S-1 (File No. 333-253316) under the heading "Description of Securities-Founder Shares", the Class B ordinary shares, par value $0.0001, will automatically convert into Class A ordinary shares, par value $0.0001, of the issuer at the time of the issuer's initial business combination transaction on a one-for-one basis, subject to adjustment for share splits, share capitalizations, reorganizations, recapitalizations and the like, and certain anti-dilution rights and have no expiration date.
- [F2]The Class B ordinary shares indirectly owned by the reporting person include up to 1,875,000 shares that are subject to forfeiture to the extent the underwriters of the initial public offering of the issuer's securities do not exercise in full their over-allotment option as described in the issuer's registration statement.
- [F3]The Class B ordinary shares are owned directly by MSD Sponsor Holdings, LLC, a Delaware limited liability company (the "Sponsor"). The Sponsor is managed by a board of managers comprised of Gregg Lemkau, John Phelan and Robert Platek, who control the Sponsor. Accordingly, Messrs. Lemkau, Phelan and Platek have voting and investment discretion with respect to the securities held by the Sponsor, and may be deemed to have beneficial ownership of the securities held directly by the Sponsor. Each of Messrs. Lemkau, Phelan and Platek, disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose.
Issuer
MSD ACQUISITION CORP. / NEW
CIK 0001846996
Entity typeother
Related Parties
1- filerCIK 0001119294
Filing Metadata
- Form type
- 3
- Filed
- Mar 23, 8:00 PM ET
- Accepted
- Mar 24, 9:12 PM ET
- Size
- 13.3 KB