X0306 4 2015-10-16 0001648955 Capitol Acquisition Corp. III CLAC 0001574445 Dryden L. Dyson C/O CAPITOL ACQUISITION CORP. III 509 7TH STREET, N.W. WASHINGTON DC 20004 1 1 0 0 President, CFO, Treasurer Common Stock 2015-10-16 4 J 0 125000 D 1978750 I By Capitol Acquisition Founder 3 LLC Warrants 11.50 2015-10-16 4 J 0 125000 D Common Stock 125000 1912500 I By Capitol Acquisition Founder 3 LLC 125,000 shares were forfeited for no additional consideration in connection with the underwriters' election not to fully exercise the over-allotment option as described in the Issuer's registration statement on Form S-1. Mr. Dryden is the managing member of Capitol Acquisition Founder 3 LLC. Capitol Acquisition Founder 3 LLC committed to purchase 2,037,500 warrants simultaneously with the consummation of the IPO. Such commitment was reduced due to a decrease in the offering size and the underwriters' election not to fully exercise the over-allotment option. As a result, only an aggregate of 1,912,500 warrants were purchased by Capitol Acquisition Founder 3 LLC. The warrants will become exercisable on the later of 30 days after the completion of the Issuer's initial business combination or 12 months from the closing of the IPO. The warrants will expire on the fifth anniversary of the completion of the Issuer's initial business combination. /s/ L. Dyson Dryden 2015-10-19