0001013762-23-003855.txt : 20231013 0001013762-23-003855.hdr.sgml : 20231013 20231013170007 ACCESSION NUMBER: 0001013762-23-003855 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20231011 FILED AS OF DATE: 20231013 DATE AS OF CHANGE: 20231013 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: CANTOR FITZGERALD, L. P. CENTRAL INDEX KEY: 0001024896 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40885 FILM NUMBER: 231325572 BUSINESS ADDRESS: STREET 1: 110 EAST 59TH STREET CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 2126102000 MAIL ADDRESS: STREET 1: 110 EAST 59TH STREET CITY: NEW YORK STATE: NY ZIP: 10022 FORMER NAME: FORMER CONFORMED NAME: CANTOR FITZGERALD L P DATE OF NAME CHANGE: 19961015 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: CANTOR FITZGERALD SECURITIES CENTRAL INDEX KEY: 0001219066 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40885 FILM NUMBER: 231325573 BUSINESS ADDRESS: STREET 1: 110 EAST 59TH STREET CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 2129385000 MAIL ADDRESS: STREET 1: 110 EAST 59TH STREET CITY: NEW YORK STATE: NY ZIP: 10022 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: LUTNICK HOWARD W CENTRAL INDEX KEY: 0001250975 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40885 FILM NUMBER: 231325570 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: CF GROUP MANAGEMENT INC CENTRAL INDEX KEY: 0001251145 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40885 FILM NUMBER: 231325571 MAIL ADDRESS: STREET 1: 135 EAST 57TH ST CITY: NEW YORK STATE: NY ZIP: 10022 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Learn CW Investment Corp CENTRAL INDEX KEY: 0001847577 STANDARD INDUSTRIAL CLASSIFICATION: BLANK CHECKS [6770] IRS NUMBER: 000000000 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 11755 WILSHIRE BLVD. STREET 2: SUITE 2320 CITY: LOS ANGELES STATE: CA ZIP: 90025 BUSINESS PHONE: 4243242990 MAIL ADDRESS: STREET 1: 11755 WILSHIRE BLVD. STREET 2: SUITE 2320 CITY: LOS ANGELES STATE: CA ZIP: 90025 4 1 ownership.xml X0508 4 2023-10-11 1 0001847577 Learn CW Investment Corp LCW 0001219066 CANTOR FITZGERALD SECURITIES 110 EAST 59TH STREET NEW YORK NY 10022 0 0 1 0 0001024896 CANTOR FITZGERALD, L. P. 110 EAST 59TH STREET NEW YORK NY 10022 0 0 1 0 0001251145 CF GROUP MANAGEMENT INC 110 EAST 59TH STREET NEW YORK NY 10022 0 0 1 0 0001250975 LUTNICK HOWARD W 110 EAST 59TH STREET NEW YORK NY 10022 0 0 1 0 0 Class A ordinary shares, par value $0.0001 per share 2023-10-11 4 J 0 3427000 10.63 D 0 D On October 11, 2023, Learn CW Investment Corporation (the "Issuer") held an extraordinary general meeting of shareholders to vote on certain proposals. In connection with such vote, each public shareholder of the Issuer's Class A ordinary shares was permitted to seek to redeem its public shares at a per-share price, payable in cash, equal to the aggregate amount then on deposit in the Issuer's trust account, including interest (net of taxes paid or payable), divided by the number of then outstanding public shares. Cantor Fitzgerald Securities ("CFS") elected to redeem all its public shares. The Issuer reported on October 13, 2023 that such amount would be approximately $10.63 per share. In the event the actual per share redemption amount differs materially, the reporting persons agree to file an amendment to this form to report the final redemption price per share. CFS was the record holder of the securities reported herein. CF Group Management, Inc. ("CFGM") is the managing general partner of Cantor Fitzgerald, L.P. ("Cantor") and directly or indirectly controls the managing general partner of CFS. Mr. Lutnick is Chairman and Chief Executive of CFGM and trustee of CFGM's sole stockholder. Cantor, indirectly, holds a majority of the ownership interests of CFS. As such, each of Cantor, CFGM and Mr. Lutnick may be deemed to have beneficial ownership of the securities directly held by CFS. Each such entity or person disclaims any beneficial ownership of the reported shares other than to the extent of any pecuniary interest they may have therein, directly or indirectly. Each of the reporting persons declares that neither the filing of this statement nor anything herein shall be construed as an admission that such person is, for the purposes of Section 13(d) of the US Securities Exchange Act of 1934, as amended, or any other purpose, (i) acting (or has agreed or is agreeing to act together with any other person) as a partnership, limited partnership, syndicate or other group for the purpose of acquiring, holding or disposing of securities of the Issuer or otherwise with respect to the Issuer or any securities of the Issuer or (ii) a member of any group with respect to the Issuer or any securities of the Issuer. /s/ Howard W. Lutnick Howard W. Lutnick, as Chief Executive Officer of Cantor Fitzgerald Securities 2023-10-13 /s/ Howard W. Lutnick Howard W. Lutnick, as Chief Executive Officer of Cantor Fitzgerald LP 2023-10-13 /s/ Howard W. Lutnick Howard W. Lutnick, as Chief Executive Officer of CF Group Management, Inc. 2023-10-13 /s/ Howard W. Lutnick Howard W. Lutnick 2023-10-13