0001213900-23-032140.txt : 20230424 0001213900-23-032140.hdr.sgml : 20230424 20230424181731 ACCESSION NUMBER: 0001213900-23-032140 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20230420 FILED AS OF DATE: 20230424 DATE AS OF CHANGE: 20230424 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Jupiter Founders LLC CENTRAL INDEX KEY: 0001818164 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39505 FILM NUMBER: 23841205 BUSINESS ADDRESS: STREET 1: 11450 SE DIXIE HWY CITY: HOBE SOUND STATE: FL ZIP: 33455 BUSINESS PHONE: 212-207-8884 MAIL ADDRESS: STREET 1: 11450 SE DIXIE HWY CITY: HOBE SOUND STATE: FL ZIP: 33455 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Jupiter Acquisition Corp CENTRAL INDEX KEY: 0001817868 STANDARD INDUSTRIAL CLASSIFICATION: BLANK CHECKS [6770] IRS NUMBER: 851508739 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 11450 SE DIXIE HWY CITY: HOBE SOUND STATE: FL ZIP: 33455 BUSINESS PHONE: 212-207-8884 MAIL ADDRESS: STREET 1: 11450 SE DIXIE HWY CITY: HOBE SOUND STATE: FL ZIP: 33455 4 1 ownership.xml X0407 4 2023-04-20 0 0001817868 Jupiter Acquisition Corp JAQC 0001818164 Jupiter Founders LLC C/O JUPITER ACQUISITION CORPORATION 11450 SE DIXIE HWY, SUITE 105 HOBE SOUND FL 33455 0 0 1 0 0 Class A common stock 2023-04-20 4 C 0 2778841 A 3211416 D Class A common stock 2023-04-20 4 C 0 900000 A 900000 I See footnote Class B common stock 2023-04-20 4 C 0 2778841 D Class A common stock 2778841 0 D Class B common stock 2023-04-20 4 C 0 900000 D Class A common stock 900000 0 I See footnote The shares of Class B common stock will automatically convert into shares of Class A common stock at the time of the Issuer's initial business combination, or earlier at the option of the holder, on a one-for-one basis, subject to adjustment as set forth in the Issuer's registration statement on Form S-1 (File No. 333-248411) and have no expiration date. On April 20, 2023, Jupiter Founders LLC (the "Sponsor") exercised its right to convert 2,778,841 shares of Class B common stock held directly into 2,778,841 shares of Class A common stock on a one-for-one basis and 900,000 shares of Class B common stock held indirectly into 900,000 shares of Class A common stock on a one-for-one basis. Includes 432,575 Shares of Class A common stock included in the Private Placement Units held directly by the Sponsor. The securities are held directly by the Sponsor and indirectly by James N. Hauslein as the manager of the Sponsor. Certain of the Issuer's other directors and officers hold economic interests in the Sponsor and pecuniary interests in certain of the securities held by the Sponsor. Each of Mr. Hauslein and such other directors and officers disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein. The shares are held directly by Jupiter Founders Subsidiary LLC (the "Sponsor Subsidiary") and indirectly by each of the Sponsor, as the managing member of the Sponsor Subsidiary, and Mr. Hauslein, as the manager of the Sponsor. Each of the Sponsor and Mr. Hauslein disclaims beneficial ownership of such securities except to the extent of their pecuniary interest therein. /s/ Alan I. Annex, Attorney-in-Fact 2023-04-24