4//SEC Filing
Chin Richard H. 4
Accession 0001213900-25-031681
CIK 0001912461other
Filed
Apr 13, 8:00 PM ET
Accepted
Apr 14, 7:22 PM ET
Size
25.6 KB
Accession
0001213900-25-031681
Insider Transaction Report
Form 4
Chin Richard H.
DirectorCEO10% Owner
Transactions
- Disposition to Issuer
Class A Ordinary Shares
2025-04-10−375,000→ 0 total(indirect: See footnote) - Conversion
Class B Ordinary Shares
2025-04-10−2,870,464→ 0 total(indirect: See footnote)→ Class A Ordinary Shares (2,870,464 underlying) - Other
Class A Ordinary Shares
2025-04-10−3,394,464→ 0 total(indirect: See footnote) - Other
Class A Ordinary Shares
2025-04-10+375,000→ 375,000 total(indirect: See footnote) - Other
Class A Ordinary Shares
2025-04-10+75,000→ 75,000 total(indirect: See footnote) - Other
Class B Ordinary Shares
2025-04-10−2,279,536→ 2,870,464 total(indirect: See footnote)→ Class A Ordinary Shares (2,279,536 underlying) - Conversion
Class A Ordinary Shares
2025-04-10+2,870,464→ 2,870,464 total(indirect: See footnote) - Other
Class A Ordinary Shares
2025-04-10+3,394,464→ 3,394,464 total(indirect: See footnote) - Disposition to Issuer
Class A Ordinary Shares
2025-04-10−75,000→ 0 total(indirect: See footnote)
Jensen Derek Edward
DirectorCFO10% Owner
Transactions
- Other
Class A Ordinary Shares
2025-04-10+75,000→ 75,000 total(indirect: See footnote) - Other
Class B Ordinary Shares
2025-04-10−2,279,536→ 2,870,464 total(indirect: See footnote)→ Class A Ordinary Shares (2,279,536 underlying) - Conversion
Class A Ordinary Shares
2025-04-10+2,870,464→ 2,870,464 total(indirect: See footnote) - Disposition to Issuer
Class A Ordinary Shares
2025-04-10−75,000→ 0 total(indirect: See footnote) - Conversion
Class B Ordinary Shares
2025-04-10−2,870,464→ 0 total(indirect: See footnote)→ Class A Ordinary Shares (2,870,464 underlying) - Other
Class A Ordinary Shares
2025-04-10+3,394,464→ 3,394,464 total(indirect: See footnote) - Other
Class A Ordinary Shares
2025-04-10−3,394,464→ 0 total(indirect: See footnote) - Disposition to Issuer
Class A Ordinary Shares
2025-04-10−375,000→ 0 total(indirect: See footnote) - Other
Class A Ordinary Shares
2025-04-10+375,000→ 375,000 total(indirect: See footnote)
Auxo Capital Managers LLC
10% Owner
Transactions
- Other
Class A Ordinary Shares
2025-04-10−3,394,464→ 0 total(indirect: See footnote) - Other
Class A Ordinary Shares
2025-04-10+75,000→ 75,000 total(indirect: See footnote) - Conversion
Class A Ordinary Shares
2025-04-10+2,870,464→ 2,870,464 total(indirect: See footnote) - Other
Class A Ordinary Shares
2025-04-10+3,394,464→ 3,394,464 total(indirect: See footnote) - Other
Class A Ordinary Shares
2025-04-10+375,000→ 375,000 total(indirect: See footnote) - Disposition to Issuer
Class A Ordinary Shares
2025-04-10−375,000→ 0 total(indirect: See footnote) - Disposition to Issuer
Class A Ordinary Shares
2025-04-10−75,000→ 0 total(indirect: See footnote) - Other
Class B Ordinary Shares
2025-04-10−2,279,536→ 2,870,464 total(indirect: See footnote)→ Class A Ordinary Shares (2,279,536 underlying) - Conversion
Class B Ordinary Shares
2025-04-10−2,870,464→ 0 total(indirect: See footnote)→ Class A Ordinary Shares (2,870,464 underlying)
Footnotes (8)
- [F1]Pursuant to the Business Combination Agreement by and among the Issuer, Webull Corporation ("Webull"), Feather Sound I Inc. and Feather Sound II Inc. dated as of February 27, 2024, as amended (the "BCA"), on April 10, 2025 (the "Closing Date"), the Issuer consummated its initial business combination with Webull (the "Business Combination"). On the Closing Date, each Class B ordinary share of the Issuer was automatically converted into Class A ordinary shares of Issuer on a one-to-one basis.
- [F2]The reported securities are directly held by Auxo Capital Managers LLC ("Auxo"), which is wholly-owned by Auxo Capital Inc., a Delaware corporation. Derek Jensen and Richard Chin, as managers of Auxo have voting and investment discretion of the shares held of record by Auxo and may be deemed to have shared beneficial ownership of such shares. Each of the foregoing (other than to the extent it directly holds securities reported herein) expressly disclaim beneficial ownership of the reported securities except to the extent of its pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purpose.
- [F3]On the Closing Date, 2,279,536 Class B ordinary shares of the Issuer were surrendered and cancelled for no further consideration pursuant to the Sponsor Support Agreement executed concurrently with the BCA by the Issuer, Webull and the holders of Class B ordinary shares of the Issuer (the "Sponsor Support Agreement") and certain non-redemption agreements by and among the Issuer, Auxo and several unaffiliated third parties, which surrender and cancellation is exempt from Section 16 pursuant to Rule 16b-6(d) and Rule 16a-4(d) promulgated under the Securities Exchange Act of 1934, as amended.
- [F4]Pursuant to the Sponsor Support Agreement, a non-interest bearing loan in the amount of $5,240,000 made by Auxo to the Issuer (the "Overfunding Loan") in connection with the Issuer's initial public offering was settled on the Closing Date by converting the Overfunding Loan into Class A ordinary shares of the Issuer at a conversion price of $10.00 per share.
- [F5]Represents an in-kind distribution of the Issuer's Class A ordinary shares by Auxo to its parties in accordance with its operating agreement (the "Distribution").
- [F6]Represents the receipt of shares pursuant to the Distribution.
- [F7]The reported securities are directly held by Mr. Chin.
- [F8]The reported securities are directly held by Mr. Jensen.
Documents
Issuer
SK Growth Opportunities Corp
CIK 0001912461
Entity typeother
Related Parties
1- filerCIK 0001446127
Filing Metadata
- Form type
- 4
- Filed
- Apr 13, 8:00 PM ET
- Accepted
- Apr 14, 7:22 PM ET
- Size
- 25.6 KB