0001213900-21-003356.txt : 20210121 0001213900-21-003356.hdr.sgml : 20210121 20210121100401 ACCESSION NUMBER: 0001213900-21-003356 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20210114 FILED AS OF DATE: 20210121 DATE AS OF CHANGE: 20210121 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: 26 Capital Holdings LLC CENTRAL INDEX KEY: 0001823005 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39900 FILM NUMBER: 21540661 BUSINESS ADDRESS: STREET 1: 701 BRICKELL AVENUE SUITE 1550 CITY: MIAMI STATE: FL ZIP: 33131 BUSINESS PHONE: 3057096664 MAIL ADDRESS: STREET 1: 701 BRICKELL AVENUE SUITE 1550 CITY: MIAMI STATE: FL ZIP: 33131 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: 26 Capital Acquisition Corp. CENTRAL INDEX KEY: 0001822912 STANDARD INDUSTRIAL CLASSIFICATION: BLANK CHECKS [6770] IRS NUMBER: 852695910 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 700 BRICKELL AVENUE SUITE 1550 CITY: MIAMI STATE: FL ZIP: 33131 BUSINESS PHONE: 3057096664 MAIL ADDRESS: STREET 1: 700 BRICKELL AVENUE SUITE 1550 CITY: MIAMI STATE: FL ZIP: 33131 3 1 ownership.xml X0206 3 2021-01-14 0 0001822912 26 Capital Acquisition Corp. ADERU 0001823005 26 Capital Holdings LLC OFFICE EDGE MIAMI 701 BRICKELL AVENUE, SUITE 1550 MIAMI FL 33131 0 0 1 0 Class B Common Stock Class A Common Stock 6900000 D As described in the issuer's registration statement on Form S-1 (File No. 333-251682) (the "Registration Statement") under the heading "Description of Securities--Founder Shares," the shares of Class B common stock, par value $0.0001 per share, will automatically be converted into shares of Class A common stock, par value $0.0001 per share, at the time of the issuer's initial business combination, on a one-for-one basis, subject to certain adjustments described therein, and have no expiration date. These shares represent Class B common stock held by 26 Capital Holdings LLC (the "Sponsor") acquired pursuant to a subscription agreement by and between the Sponsor and the issuer. The Class B common stock owned by the Sponsor includes up to 900,000 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 as described in the issuer's Registration Statement. Jason Ader, Chief Executive Officer and Director of the issuer is the managing member of the Sponsor and has voting and investment discretion with respect to the securities held by the Sponsor. As such, Mr. Ader may be deemed to share beneficial ownership of the shares of Class B common stock held directly by the Sponsor. Mr. Ader disclaims any beneficial ownership of the reported shares other than to the extent of any pecuniary interest he may have therein, directly or indirectly. 26 Capital Holdings LLC /s/ Jason Ader Jason Ader, Authorized Person 2021-01-14