0001104659-23-026763.txt : 20230228 0001104659-23-026763.hdr.sgml : 20230228 20230228163305 ACCESSION NUMBER: 0001104659-23-026763 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20230214 FILED AS OF DATE: 20230228 DATE AS OF CHANGE: 20230228 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Axios Sponsor LP CENTRAL INDEX KEY: 0001901320 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-41292 FILM NUMBER: 23686071 BUSINESS ADDRESS: STREET 1: 2626 COLE AVENUE, SUITE 300 CITY: DALLAS STATE: TX ZIP: 75204 BUSINESS PHONE: (469) 851-9070 MAIL ADDRESS: STREET 1: 2626 COLE AVENUE, SUITE 300 CITY: DALLAS STATE: TX ZIP: 75204 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: AXIOS Sustainable Growth Acquisition Corp CENTRAL INDEX KEY: 0001898019 STANDARD INDUSTRIAL CLASSIFICATION: BLANK CHECKS [6770] IRS NUMBER: 000000000 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 14090 HOPEWELL ROAD CITY: ALPHARETTA STATE: GA ZIP: 30004 BUSINESS PHONE: (469) 851-9070 MAIL ADDRESS: STREET 1: 14090 HOPEWELL ROAD CITY: ALPHARETTA STATE: GA ZIP: 30004 4 1 tm238084-2_4seq1.xml OWNERSHIP DOCUMENT X0306 4 2023-02-14 0 0001898019 AXIOS Sustainable Growth Acquisition Corp AXAC 0001901320 Axios Sponsor LP HIDDEN PINES FARM, 14090 HOPEWELL ROAD ALPHARETTA GA 30004 1 1 1 0 Chief Executive Officer Class B ordinary shares 2023-02-14 4 S 0 818246 D Class A ordinary shares 818246 3284254 D As described in the issuer's registration statement on Form S-1 (File No. 333-262352) under the heading "Description of Securities--Founder Shares," the Class B ordinary shares, par value $0.0001 per share, will automatically convert into Class A ordinary shares, par value $0.0001 per share, of the issuer 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 for share splits, share capitalization, reorganization, recapitalizations and the like, and certain anti-dilution rights and have no expiration date. On February 14, 2023, in connection with the Extraordinary General Meeting of the issuer held to vote on a proposal to extend the date by which the issuer must complete its Initial Business Combination from February 18, 2023 to May 18, 2023 (the "Extension Amendment Proposal"), the issuer and AXIOS Sponsor LP entered into Non-Redemption Agreements with 13 holders of Class A Shares ("Non-Redemption Agreements"). In connection with the Non-Redemption Agreements, AXIOS Sponsor LP transferred beneficial ownership of 818,246 Class B Shares. to the counterparties to the Non-Redemption Agreements in exchange for the counterparties' agreement not to redeem Class A Shares in connection with the Extension Amendment Proposal. Benedikt Fortig is the sole member of AXIOS EQT LLC, the sole general partner of AXIOS Sponsor LP, and may be deemed to beneficially own the securities owned by AXIOS Sponsor LP. Mr. Fortig disclaims beneficial ownership of the securities owned by AXIOS Sponsor LP, except to the extent of his pecuniary interest therein. AXIOS Sponsor LP, By: AXIOS EQT LLC, its general partner By: /s/ Benedikt Fortig, authorized person 2023-02-28 /s/ Benedikt Fortig, individually 2023-02-28