0001104659-23-067486.txt : 20230602
0001104659-23-067486.hdr.sgml : 20230602
20230602151146
ACCESSION NUMBER: 0001104659-23-067486
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20230531
FILED AS OF DATE: 20230602
DATE AS OF CHANGE: 20230602
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Wolf Florian
CENTRAL INDEX KEY: 0001881879
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40945
FILM NUMBER: 23988236
MAIL ADDRESS:
STREET 1: 260 MASON STREET
CITY: GREENWICH
STATE: CT
ZIP: 06830
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Pegasus Digital Mobility Acquisition Corp.
CENTRAL INDEX KEY: 0001861541
STANDARD INDUSTRIAL CLASSIFICATION: BLANK CHECKS [6770]
IRS NUMBER: 981596591
STATE OF INCORPORATION: E9
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 100 FIELD POINT ROAD
CITY: GREENWICH
STATE: CT
ZIP: 06830
BUSINESS PHONE: 914-980-8737
MAIL ADDRESS:
STREET 1: 100 FIELD POINT ROAD
CITY: GREENWICH
STATE: CT
ZIP: 06830
4
1
tm2317555-4_4seq1.xml
OWNERSHIP DOCUMENT
X0407
4
2023-05-31
0
0001861541
Pegasus Digital Mobility Acquisition Corp.
PGSS.U
0001881879
Wolf Florian
C/O PEGASUS DIGITAL MOBILITY ACQUISITION
100 FIELD POINT ROAD
GREENWICH
CT
06830
1
0
0
0
0
Class B Ordinary Shares, par value 0.0001 per share
2023-05-31
4
J
0
25417
D
Class AOrdinaryShares,parvalue0.0001pershare
25417
30833
D
Ordinary Share Warrants (right to buy)
11.5
2023-05-31
4
J
0
118325
A
Class AOrdinaryShares,parvalue0.0001pershare
118325
118325
D
The Class B Ordinary Shares, par value $0.0001 per share ("Class B Shares") have no expiration date and (i) are convertible into Class A Ordinary Shares, par value $0.0001 per share ("Class A Shares"), ofPegasus Digital Mobility Acquisition Corp. (the "Issuer") at any time at the option of the holder on a one-for-one basis and (ii) will automatically convert into Class A Shares at the time of the Issuer's initialbusiness combination on a one-for-one basis, in each case, subject to adjustment as described under the heading "Description of Securities--Founder Shares" in the Issuer's registration statement on Form S-1 (FileNo. 333-259860) (the "Registration Statement").
In connection with the announcement of the business combination of Pegasus Digital Mobility Acquisition Corp. with Gebr. Schmid GmbH, and pursuant to a related sponsor agreement dated May 31, 2023 (the "Sponsor Agreement") by and among the directors and officers of the Issuer and Pegasus Digital Mobility Sponsor LLC, among others, an aggregate of 25,417 Class B Shares have been provided by Florian Wolf for no additional consideration to use in negotiations of non-redemption agreements with certain holders of Pegasus Class A Shares, as well as to enter into additional PIPE subscription agreements. Any such shares not used for this purpose shall be cancelled at the time of the closing of the initial business combination.
Pursuant to a warrant grant agreement among the Sponsor and the directors and officers of the Issuer dated May 31, 2023, the Sponsor agreed to transfer a certain number of warrants to the individual directors and officers of the Issuer for no additional consideration.
Each Private Placement Warrant of the Issuer reported herein entitles the holder thereof to purchase one Class A Share at a price of $11.50 per share, subject to adjustment as described in the RegistrationStatement. The Private Placement Warrants will become exercisable 30 days after the completion of the Issuer's initial business combination and will expire five years after the completion of the Issuer's initialbusiness combination or earlier upon redemption or the Issuer's liquidation, as described in the Registration Statement.
/s/ Heath D. Linsky as attorney-in-fact for Florian Wolf
2023-06-02