SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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*
HENNESSY DANIEL J

(Last) (First) (Middle)
C/O COMPASS DIGITAL ACQUISITION CORP.
3626 N HALL ST, SUITE 910

(Street)
DALLAS TX 75219

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
08/31/2023
3. Issuer Name and Ticker or Trading Symbol
Compass Digital Acquisition Corp. [ CDAQ ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Class B Ordinary Shares(1) 3,093,036(1) I See footnote(2)
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Explanation of Responses:
1. Each Class B Ordinary Share will automatically convert into a Class A Ordinary Share concurrently with or immediately following the consummation of the Issuer's initial business combination on a one-for-one basis and is not convertible until that time.
2. These shares are held directly by HCG Opportunity, LLC ("HCG Opportunity"). HCG Opportunity MM, LLC ("HCG Opportunity MM") is the sole managing member of HCG Opportunity. The Reporting Person is a co-manager of HCG Opportunity MM and disclaims beneficial ownership of the shares held by HCG Opportunity except to the extent of his pecuniary interest therein.
Remarks:
Exhibit List: Exhibit 24 - Power of Attorney
/s/ Thomas D. Hennessy, Attorney-in-Fact for Daniel J. Hennessy 09/11/2023
** 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 5 (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 Number.