Accelerate Acquisition Sponsor LLC 4
4 · Accelerate Acquisition Corp. · Filed Dec 27, 2022
Insider Transaction Report
Form 4
Accelerate Acquisition Sponsor LLC
10% Owner
Transactions
- Disposition to Issuer
Class B common stock
2022-12-23−9,850,000→ 0 total→ Class A common stock (9,850,000 underlying)
Footnotes (3)
- [F1]As described in the registration statement on Form S-1 (File No. 333-253764) under the heading "Description of Securities--Founder Shares", the shares of Class B common stock, par value $0.0001 per share, of Accelerate Acquisition Corp. (the "Issuer") would have automatically converted into shares of Class A common stock, par value $0.0001 per share, of the Issuer at the time of the Issuer's initial business combination, on a one-for-one basis, subject to adjustment for stock splits, stock dividends, reorganizations, recapitalizations and the like, and certain anti-dilution rights and have no expiration date.
- [F2]This Form 4 reflects the surrender to the Issuer of 9,850,000 Class B Shares for no consideration by the Reporting Person pursuant to the Share Forfeiture Letter, dated December 15, 2022 by and between the Issuer and the Reporting Person.
- [F3]Accelerate Acquisition Sponsor LLC (the "Sponsor") is the record holder of the shares reported herein. The Sponsor is managed by a board of managers consisting of Robert Nardelli, Michael Simoff and Jeffrey Kaplan. Any action by the Sponsor with respect to the Issuer or the shares of Class B common stock, including voting and dispositive decisions, requires a majority vote of the managers of the board of managers. Under the so-called "rule of three," because voting and dispositive decisions are made by a majority of the Sponsor's managers, none of the managers of the Sponsor is deemed to be a beneficial owner of the Sponsor's securities, even those in which such manager holds a pecuniary interest.