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