Statement of Changes in Beneficial Ownership (4)
June 08 2022 - 3:16PM
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
*
Hurricane Sponsor LLC |
2. Issuer Name and Ticker or Trading Symbol
Jaws Hurricane Acquisition Corp
[
HCNE
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __X__ 10% Owner _____ Officer (give title below) _____ Other (specify below)
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(Last)
(First)
(Middle)
1601 WASHINGTON AVENUE, SUITE 800 |
3. Date of Earliest Transaction
(MM/DD/YYYY)
6/6/2022 |
(Street)
MIAMI BEACH, FL 33139
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
___ Form filed by One Reporting Person
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X
_ Form filed by More than One Reporting Person
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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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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 |
Class B Common Stock | (2) | 6/6/2022 | | J (3) | | | 25000 | (2) | (2) | Class A Common Stock | 25000 (3) | $0.00 (3) | 7831250 | D (1)(2)(4)(5) | |
Explanation of Responses: |
(1) | This form is being filed by the following reporting persons: Hurricane Sponsor LLC (the "Sponsor") and Barry S. Sternlicht (together with the Sponsor, the "Reporting Persons"). Because of the relationship between the Reporting Persons, the Reporting Persons may be deemed to beneficially own the securities reported herein to the extent of their respective pecuniary interests. Each Reporting Person disclaims beneficial ownership of the securities reported herein, except to the extent of such Reporting Person's pecuniary interest therein, if any. |
(2) | As described in the JAWS Hurricane Acquisition Corporation's (the "Issuer") registration statement on Form S-1 (File No. 333-253541) under the heading "Description of Securities - Founder Shares", the Class B common stock, par value $0.0001 per share, will automatically convert into Class A common stock, par value $0.0001 per share, of the Issuer at the time of the Issuer's initial business combination, or earlier at the option of the holder, on a one-for-one basis, subject to adjustment for share splits, share capitalizations, reorganizations, recapitalizations and the like, and certain anti-dilution rights and have no expiration date. |
(3) | On June 6, 2022, the Reporting Persons transferred 25,000 shares of Class B common stock to Sanjan Dhody, a director of the Issuer, for nominal consideration, subject to the option of the Reporting Persons to repurchase the transferred shares at the original nominal purchase price (approximately $0.003 per share) if the director fails to satisfy the vesting conditions. |
(4) | Barry S. Sternlicht is the sole member of Hurricane Sponsor LLC. |
(5) | Pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), this filing shall not be deemed an admission that the Reporting Persons are, for purposes of Section 16 of the Exchange Act or otherwise, the beneficial owners of any equity securities in excess of their respective pecuniary interests. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Hurricane Sponsor LLC 1601 WASHINGTON AVENUE, SUITE 800 MIAMI BEACH, FL 33139 |
| X |
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STERNLICHT BARRY S 1601 WASHINGTON AVENUE, SUITE 800 MIAMI BEACH,, FL 33139 | X | X |
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Signatures
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/s/ Michael Racich, as attorney in fact for Hurricane Sponsor LLC | | 6/8/2022 |
**Signature of Reporting Person | Date |
/s/ Michael Racich, as attorney in fact for Barry S. Sternlicht | | 6/8/2022 |
**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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