3//SEC Filing
OTG Acquisition Sponsor LLC 3
Accession 0001994194-25-000006
CIK 0002077010other
Filed
Sep 10, 8:00 PM ET
Accepted
Sep 11, 7:00 PM ET
Size
20.7 KB
Accession
0001994194-25-000006
Insider Transaction Report
Form 3
OTG Acquisition Sponsor LLC
10% Owner
Holdings
- 500,000
Class A ordinary shares, par value $0.0001 per share
Class B ordinary shares, par value $0.0001 per share
→ Class A ordinary shares, par value $0.0001 per share (5,750,000 underlying)
Footnotes (4)
- [F1]This Form 3 is being filed by OTG Acquisition Sponsor LLC (the "Sponsor"). The Sponsor is controlled by Mr. Steven Siesser, as a result of his role as managing member of the Sponsor. As a result, Mr. Siesser may be deemed to have beneficial ownership of the Class B ordinary shares and the Private Placement Units (as defined below) (including the Private Placement Shares (as defined below) included in such units) held by the Sponsor. Mr. Siesser disclaims such beneficial ownership except to the extent of the Sponsor's pecuniary interest therein.
- [F2]Represents Class A ordinary shares, par value $0.0001 per share, of the Issuer (the "Private Placement Shares") that are included in the 500,000 private placement units (the "Private Placement Units") that will be purchased by the Sponsor from the Issuer in a private placement at $10.00 per Private Placement Unit, as described in the Issuer's registration statement on Form S-1 (File No. 333-289828) (the "Registration Statement"). Each Private Placement Unit is comprised of one Private Placement Share and one-half of one warrant (the "Private Placement Warrants"), each whole Private Placement Warrant exercisable to purchase one Private Placement Share. Does not represent any Private Placement Shares issuable upon the exercise of Private Placement Warrants.
- [F3]Pursuant to the Issuer's amended and restated memorandum and articles of association, the Class B ordinary shares have no expiration date and will automatically convert into Class A ordinary shares at the time of the Issuer's initial business combination on a one-for-one basis subject to adjustment pursuant to certain anti-dilution rights.
- [F4]The Class B ordinary shares reported herein include up to 750,000 Class B ordinary 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 Registration Statement. The over-allotment option of the underwriters expires 45 days from the date of the final prospectus related to the Issuer's initial public offering.
Documents
Issuer
OTG Acquisition Corp. I
CIK 0002077010
Entity typeother
IncorporatedDE
Related Parties
1- filerCIK 0002077978
Filing Metadata
- Form type
- 3
- Filed
- Sep 10, 8:00 PM ET
- Accepted
- Sep 11, 7:00 PM ET
- Size
- 20.7 KB