Statement of Changes in Beneficial Ownership (4)
June 09 2023 - 4:17PM
Edgar (US Regulatory)
FORM 4
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0287
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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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1. Name and Address of Reporting Person
*
Tiedemann Michael |
2. Issuer Name and Ticker or Trading Symbol
AlTi Global, Inc.
[
ALTI
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) Chief Executive Officer |
(Last)
(First)
(Middle)
C/O ALTI GLOBAL, INC., 520 MADISON AVENUE, 21ST FLOOR |
3. Date of Earliest Transaction
(MM/DD/YYYY)
6/7/2023 |
(Street)
NEW YORK, NY 10022 |
4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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(City)
(State)
(Zip)
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Rule 10b5-1(c) Transaction Indication
☐
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan that is intended to
satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Class A Common Stock | 6/7/2023 | | A | | 146299 | A | (1)(2) | 146299 | D | |
Class A Common Stock | 6/7/2023 | | A | | 63326 | A | (1)(2) | 63326 | I | See Footnotes (1)(2) |
Class A Common Stock | 6/7/2023 | | A | | 16979 | A | (1)(2) | 16979 | I | See Footnotes (1)(2) |
Class A Common Stock | 6/7/2023 | | A | | 42918 | A | (1)(2) | 42918 | I | See Footnotes (1)(2) |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) |
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Warrant | (1)(2) | 6/7/2023 | | D | | | 585198 | (3) | (3) | Class A Common Stock | 585198 | (1)(2) | 0 | D | |
Warrant | (1)(2) | 6/7/2023 | | D | | | 253307 | (3) | (3) | Class A Common Stock | 253307 | (1)(2) | 0 | I | See Footnotes (1)(2) |
Warrant | (1)(2) | 6/7/2023 | | D | | | 67917 | (3) | (3) | Class A Common Stock | 67917 | (1)(2) | 0 | I | See Footnotes (1)(2) |
Warrant | (1)(2) | 6/7/2023 | | D | | | 171672 | (3) | (3) | Class A Common Stock | 171672 | (1)(2) | 0 | I | See Footnotes (1)(2) |
Explanation of Responses: |
(1) | On June 7, 2023, pursuant to the Issuer's previously announced exchange offer, the reporting person exchanged 1,078,094 private placement warrants, consisting of (i) 585,198 warrants held by the reporting person, (ii) 253,307 warrants held by the Michael Glenn Tiedemann 2012 Delaware Trust ("MGT 2012 DE Trust") over which securities the reporting person has investment discretion, (iii) 67,917 warrants held by the CHT Family Trust Article 3rd fbo Michael G. Tiedemann ("CHT Fam Tst Ar 3rd fbo MGT") over which securities the reporting person has investment discretion; and (iv) 171,672 warrants held by Chauncey Close, LLC, over which securities the reporting person may be deemed to have beneficial ownership by virtue of being the managing member of Chauncey Close, LLC., which previously entitled the reporting persons to purchase one share of Class A Common Stock, par value $0.0001 per share, of the Issuer ("Class A Common Stock") per warrant at a price of $11.50 per share, |
(2) | (Continued from Footnote 1) for an aggregate amount of 269,522 shares of Class A Common Stock, including (i) 146,299 shares of Class A Common Stock for the reporting person; (ii) 63,326 shares of Class A Common Stock for MGT 2012 DE Trust; (iii) 16,979 shares of Class A Common Stock for CHT Fam Tst Ar 3rd fbo MGT; and (iv) 42,918 shares of Class A Common Stock for Chauncey Close, LLC. The reporting person disclaims beneficial ownership of the securities held by the MGT 2012 DE Trust, the CHT Fam Tst Ar 3rd fbo MGT and Chauncey Close, LLC, except to the extent of any pecuniary interest the reporting person may have therein. |
(3) | The warrants became exercisable on February 2, 2023, and will expire on February 2, 2028 or earlier upon redemption or liquidation. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Tiedemann Michael C/O ALTI GLOBAL, INC. 520 MADISON AVENUE, 21ST FLOOR NEW YORK, NY 10022 | X |
| Chief Executive Officer |
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Signatures
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/s/ Kevin Moran, Attorney-in-fact | | 6/9/2023 |
**Signature of Reporting Person | Date |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. |
* | If the form is filed by more than one reporting person, see Instruction 4(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). |
Note: | File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. |
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. |
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