0000899243-21-039295.txt : 20211005 0000899243-21-039295.hdr.sgml : 20211005 20211005185439 ACCESSION NUMBER: 0000899243-21-039295 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20211005 FILED AS OF DATE: 20211005 DATE AS OF CHANGE: 20211005 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Ehrlich Christopher B CENTRAL INDEX KEY: 0001293973 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40877 FILM NUMBER: 211308226 MAIL ADDRESS: STREET 1: 499 ILLINOIS STREET, SUITE 200 CITY: SAN FRANCISCO STATE: CA ZIP: 94158 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: PHOENIX BIOTECH ACQUISITION CORP. CENTRAL INDEX KEY: 0001870404 STANDARD INDUSTRIAL CLASSIFICATION: BLANK CHECKS [6770] IRS NUMBER: 871088814 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 2001 MARKET STREET STREET 2: SUITE 3400 CITY: PHILADELPHIA STATE: PA ZIP: 19103 BUSINESS PHONE: 2157319450 MAIL ADDRESS: STREET 1: 2001 MARKET STREET STREET 2: SUITE 3400 CITY: PHILADELPHIA STATE: PA ZIP: 19103 3 1 doc3.xml FORM 3 SUBMISSION X0206 3 2021-10-05 0 0001870404 PHOENIX BIOTECH ACQUISITION CORP. PBAX 0001293973 Ehrlich Christopher B 2201 BROADWAY, SUITE 705 OAKLAND CA 94612 1 1 1 0 CEO and and Secretary Class A common stock 663263 I By Phoenix Biotech Sponsor, LLC Class B common stock Class A common stock 4679125 I By Phoenix Biotech Sponsor, LLC Warrants 11.50 Class A common stock 331632 I By Phoenix Biotech Sponsor, LLC These shares are held directly by the issuer's sponsor, Phoenix Biotech Sponsor, LLC (the "Sponsor") and underlie 663,263 units of the issuer that this entity irrevocably committed to purchase. These shares are held directly by the Sponsor, which managed by the reporting person. As a result, all of the shares may be deemed to be beneficially held by the reporting person. The reporting person disclaims beneficial ownership of these securities, except to the extent of his pecuniary interest therein, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for any other purpose. The Class B shares will automatically convert into Class A shares at the time of the issuer's initial business combination on a one-for-one basis, subject to certain adjustments described in the issuer's charter documents and have no expiration date. The shares of Class B common stock include up to 592,875 shares that are subject to forfeiture in the event the underwriters of the issuer's initial public offering do not exercise in full their over-allotment option. The warrants will become exercisable at the later of 30 days after the consummation of the issuer's initial business combination or 12 months from the completion of the issuer's initial public offering. The warrants will expire five years after the consummation of the issuer's initial business combination or earlier upon redemption of all of the issuer's outstanding Class A common shares or the issuer's liquidation. These warrants are held directly by Phoenix Biotech Sponsor, LLC and underlie 663,263 units of the issuer that this entity irrevocably committed to purchase. Exhibit 24 - Power of Attorney /s/ Chris Ehrlich 2021-10-05 EX-24 2 attachment1.htm EX-24 DOCUMENT

                         LIMITED POWER OF ATTORNEY FOR

                        SECTION 16 REPORTING OBLIGATIONS

        Know all by these presents, that, as of October 5, 2021, the undersigned
hereby makes, constitutes and appoints Daniel Geffken as the undersigned's true
and lawful attorney-in-fact, with full power and authority as hereinafter
described on behalf of and in the name, place and stead of the undersigned to:

(1)     prepare, execute, acknowledge, deliver and file Forms 3, 4, and 5
(including any amendments thereto) with respect to the securities of Phoenix
Biotech Acquisition Corp. (the "Company"), with the United States Securities and
Exchange Commission, any national securities exchanges and the Company,
as considered necessary or advisable under Section 16(a) of the Securities
Exchange Act of 1934 and the rules and regulations promulgated thereunder, as
amended from time to time (the "Exchange Act");

(2)     seek or obtain, as the undersigned's representative and on the
undersigned's behalf, information on transactions in the Company's securities
from any third party, including brokers, employee benefit plan administrators
and trustees, and the undersigned hereby authorizes any such person to release
any such information to the undersigned and approves and ratifies any such
release of information; and

(3)     perform any and all other acts which in the discretion of such attorney-
in-fact are necessary or desirable for and on behalf of the undersigned in
connection with the foregoing.

The undersigned acknowledges that:

(1)     this Power of Attorney authorizes, but does not require, such attorney-
in-fact to act in their discretion on information provided to such attorney-in-
fact without independent verification of such information;

(2)     any documents prepared and/or executed by such attorney-in-fact on
behalf of the undersigned pursuant to this Power of Attorney will be in such
form and will contain such information and disclosure as such attorney-in-fact,
in his or her discretion, deems necessary or desirable;

(3)     neither the Company nor such attorney-in-fact assumes (i) any liability
for the undersigned's responsibility to comply with the requirements of the
Exchange Act, (ii) any liability of the undersigned for any failure to comply
with such requirements, or (iii) any obligation or liability of the undersigned
for profit disgorgement under Section 16(b) of the Exchange Act; and

(4)     this Power of Attorney does not relieve the undersigned from
responsibility for compliance with the undersigned's obligations under the
Exchange Act, including without limitation the reporting requirements under
Section 16 of the Exchange Act.

        The undersigned hereby gives and grants the foregoing attorney-in-fact
full power and authority to do and perform all and every act and thing
whatsoever requisite, necessary or appropriate to be done in and about the
foregoing matters as fully to all intents and purposes as the undersigned might
or could do if present, hereby ratifying all that such attorney-in-fact of, for
and on behalf of the undersigned, shall lawfully do or cause to be done by
virtue of this Limited Power of Attorney.

        This Power of Attorney shall remain in full force and effect until
revoked by the undersigned in a signed writing delivered to such attorney-in-
fact.

        IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to
be executed as of the date first written above.


                                        By: /s/ Chris Ehrlich
                                            ------------------------------------
                                        Name: Chris Ehrlich