UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | SEC 1473 (7-02) | ||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. |
1. Title of Derivative Security (Instr. 4) |
2. Date Exercisable and Expiration Date (Month/Day/Year) |
3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) |
4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5) |
6. Nature of Indirect Beneficial Ownership (Instr. 5) |
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Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
Series A Preferred Stock | (3) | (3) | Common Stock | 150,787 | $ 0 | D (1) (2) |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
JSS LTF HOLDINGS LTD MARCY BUILDING, PURCELL ESTATE P.O. BOX 2416 ROAD TOWN, TORTOLA, D8 VG1110 |
X | |||
Colwood Investment Holding Inc. AVENIDA SAMUEL LEWIS Y CALLE 54 EDIFICIO AFRA PANAMA, R1 NA |
X | |||
JSS Private Investments Fund I 17-21, BOULEVARD JOSEPH II LUXEMBOURG, N4 L-1840 |
X | |||
JSS Private Equity Investments Fund GP S.a r.l. 17-21, BOULEVARD JOSEPH II LUXEMBOURG, N4 L-1840 |
X | |||
J. Safra Sarasin Fund Management (Luxembourg) S.A. 17-21, BOULEVARD JOSEPH II LUXEMBOURG, N4 L-1840 |
X | |||
J. Safra Sarasin Asset Management (Europe) Ltd 47 BERKELEY SQUARE LONDON, X0 W1J 5AU |
X | |||
J. Safra Sarasin Holding AG WALLSTRASSE 1 BASEL, V8 4051 |
X | |||
J. Safra Holdings International (Luxembourg) S.A. 17-21, BOULEVARD JOSEPH II LUXEMBOURG, N4 L-1840 |
X | |||
J. Safra Holdings Luxembourg S.a r.l. 17-21, BOULEVARD JOSEPH II LUXEMBOURG, N4 L-1840 |
X | |||
JS International Holdings Ltd LYFORD FINANCIAL CENTRE BUILDING 2, WESTERN ROAD CB-10988 LYFORD CAY, NEW PROVIDENCE, C5 NA |
X |
JSS LTF HOLDINGS LTD By: /s/ Daniel Wainberg Daniel Wainberg Authorized Person By: /s/ Jose Bouzas Jose Bouzas Authorized Person | 12/17/2021 | |
**Signature of Reporting Person | Date | |
Colwood Investment Holding Inc. By: /s/ Jose Bouzas Jose Bouzas Director /s/ Israel Borba Israel Borba Director | 12/17/2021 | |
**Signature of Reporting Person | Date | |
JSS Private Investments Fund I By: JSS Private Equity Investments Fund GP S.a.r.l, as its managing general partner By: /s/ Ronnie Neefs Ronnie Neefs Director /s/ Robert Hamidou Robert Hamidou Authorized Signatory | 12/17/2021 | |
**Signature of Reporting Person | Date | |
JSS Private Equity Investments Fund GP S.a.r.l By: /s/ Ronnie Neefs Ronnie Neefs Director /s/ Robert Hamidou Robert Hamidou Authorized Signatory | 12/17/2021 | |
**Signature of Reporting Person | Date | |
J. Safra Sarasin Fund Management (Luxembourg) S.A. By: /s/ Ronnie Neefs Ronnie Neefs Conducting Officer /s/ Robert Hamidou Robert Hamidou Authorized Signatory | 12/17/2021 | |
**Signature of Reporting Person | Date | |
J. Safra Sarasin Asset Management (Europe) Limited By: /s/ Abigail Carroll Abigail Carroll Director /s/ Adam Chaplin Adam Chaplin Chief Operating Officer | 12/17/2021 | |
**Signature of Reporting Person | Date | |
J. Safra Sarasin Holding AG By: /s/ Stephane Astruc Stephane Astruc Authorized Signatory /s/ Salomon Sebban Salomon Sebban Authorized Signatory | 12/17/2021 | |
**Signature of Reporting Person | Date | |
J. Safra Holdings International (Luxembourg) S.A. By: /s/ Gonzalo Pintos Gonzalo Pintos Director /s/ Pascoal Bruno Pascoal Bruno Director | 12/17/2021 | |
**Signature of Reporting Person | Date | |
J. Safra Holdings Luxembourg S.a.r.l. By: /s/ Gonzalo Pintos Gonzalo Pintos Manager /s/ Pascoal Bruno Pascoal Bruno Manager | 12/17/2021 | |
**Signature of Reporting Person | Date | |
JS International Holdings Limited By: /s/ Jose Bouzas Jose Bouzas Director /s/ Israel Borba Israel Borba Director | 12/17/2021 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 5(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | Each of Colwood Investment Holding Inc. (as sole director of the Reporting Person), JSS Private Investments Fund I (as stockholder of the Reporting Person), JSS Private Equity Investments Fund GP S.a.r.l. (as general partner of JSS Private Investments Fund I), J. Safra Sarasin Fund Management (Luxembourg) S.A. and J. Safra Sarasin Asset Management (Europe) Limited (as investment manager and sub-manager, respectively, of JSS Private Investments Fund I), J. Safra Sarasin Holding AG (as stockholder of JSS Private Equity Investments Fund GP S.a.r.l.), J. Safra Holdings International (Luxembourg) S.A. (as stockholder of J. Safra Sarasin Holding AG), |
(2) | J. Safra Holdings Luxembourg S.a.r.l. (as stockholder of J. Safra Holdings International (Luxembourg) S.A.) and JS International Holdings Limited (as stockholder of J. Safra Holdings Luxembourg S.a.r.l.) (collectively, "Other Reporting Persons") may be deemed to share beneficial ownership of the shares of common stock and Series A preferred stock held by the Reporting Person within the meaning of Section 13 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"). |
(3) | The Reporting Person holds 122,429 shares of Series A preferred stock. Each share of Series A preferred stock will automatically convert into common stock upon the closing of the Issuer's initial public offering in accordance with the Certificate of Designations pertaining to the Series A preferred stock. The Series A preferred stock has no expiration date. |
Remarks: Each of the the Reporting Person and Other Reporting Persons, and each of their respective directors, officers, partners, stockholders, members and managers, expressly disclaims beneficial ownership of these securities, except to the extent of any pecuniary interest therein, and this Form 3 should not be deemed an admission that any such person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Section 16 of the Exchange Act or for any other purpose. This filing amends the original solely to add signature blocks for the Other Reporting Persons. |