SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
Northern Star Sponsor LLC

(Last) (First) (Middle)
C/O GRAUBARD MILLER
405 LEXINGTON AVENUE, 11TH FLOOR

(Street)
NEW YORK NY 10174

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Northern Star Acquisition Corp. [ STIC.U ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
06/01/2021
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock(1) 06/01/2021 C 6,108,750 A (1) 6,108,750 I By Northern Star Sponsor LLC(2)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction 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 (Month/Day/Year) 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: 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 (1) 06/01/2021 C 6,108,750 (1) (1) Common Stock(1) 6,108,750 (1) 0 I By Northern Star Sponsor LLC(2)
1. Name and Address of Reporting Person*
Northern Star Sponsor LLC

(Last) (First) (Middle)
C/O GRAUBARD MILLER
405 LEXINGTON AVENUE, 11TH FLOOR

(Street)
NEW YORK NY 10174

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
Coles Joanna

(Last) (First) (Middle)
C/O GRAUBARD MILLER
405 LEXINGTON AVENUE, 11TH FLOOR

(Street)
NEW YORK NY 10174

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
X Director X 10% Owner
Officer (give title below) X Other (specify below)
Former Chief Executive Officer
1. Name and Address of Reporting Person*
LEDECKY JONATHAN J

(Last) (First) (Middle)
C/O GRAUBARD MILLER
405 LEXINGTON AVENUE, 11TH FLOOR

(Street)
NEW YORK NY 10174

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
X Director X 10% Owner
Officer (give title below) X Other (specify below)
former Chief Operating Officer
Explanation of Responses:
1. The Class B common stock automatically converted into Class A common stock at the time of the Issuer's initial business combination on a one-for-one basis. The Class B common stock had no expiration date. Upon consummation of the business combination, the Class A common stock was redesignated as common stock (without class designation).
2. These securities are owned directly by Northern Star Sponsor LLC, a ten percent owner of the Issuer, and indirectly by its managing members, Joanna Coles, a director of the Issuer and the Issuer's former Chief Executive Officer, and Jonathan J. Ledecky, a director of the Issuer and the Issuer's former Chief Operating Officer. Each of Ms. Coles and Mr. Ledecky disclaims beneficial ownership of the securities held by Northern Star Sponsor LLC, except to the extent of his or her pecuniary interest therein.
/s/ Joanna Coles, managing member 06/03/2021
/s/ Joanna Coles 06/02/2021
/s/ Jonathan J. Ledecky 06/02/2021
** 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).
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