Form 4 for GCTS GCT Semiconductor Holding, Inc.
Accepted 2023-11-17 00:00:00 ET · period of report 2023-11-16 · accession 0001104659-23-119628 · SEC index · Original document
Summary rows
Aggregated the way they appear in lists: one row per insider, transaction code and security table.
| X | Filed | Traded | Ticker | Insider | Title | Type | Price | Qty | Owned | ΔOwn | Value |
|---|---|---|---|---|---|---|---|---|---|---|---|
| D | 2023-11-17 | 2023-11-16 | GCTS | Concord Sponsor Group III LLC | 10% | C - Cnv Deriv | — | +7.96M | 7.96M | New | — |
| D | 2023-11-17 | 2023-11-16 | GCTS | Concord Sponsor Group III LLC | 10% | C - Cnv Deriv | — | -7.96M | 1 | -100% | — |
Purchase Sale Sale after option exercise All abbreviations
Every reported transaction
| # | Table | Security | Date | Code | A/D | Shares | Price | Owned after | Own | Exercise / expiry | Underlying | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 1 | Common | Class A Common Stock | 2023-11-16 | C | A | 7,957,726 | — | 7,957,726 | D | — | — | (F1) Represents shares of Class A common stock of the Issuer acquired upon conversion of shares of Class B common stock of the Issuer at the Reporting Person's election. (F2) The shares are held directly by the Reporting Person. The Reporting Person is governed by a board of managers consisting of three managers, Bob Diamond, David Schamis and Jeff Tuder. Any action by the Reporting Person with respect to the issuer or the issuer's securities held by the Reporting Person, including voting and dispositive decisions, requires at least a majority vote of the managers of the board of managers. Under the so-called "rule of three", because voting and dispositive decisions are made by a majority of the managers, none of the managers is deemed to be a beneficial owner of issuer's securities held by the Sponsor, even those in which such manager holds a pecuniary interest. Accordingly, none of the managers on the Reporting Person's board of managers is deemed to have or share beneficial ownership of the founder shares held by the Reporting Person. |
| 2 | Derivative | Class B Common Stock | 2023-11-16 | C | D | 7,957,726 | — | 1 | D | — · — to — | 7,957,726 Class A Common Stock | (F1) Represents shares of Class A common stock of the Issuer acquired upon conversion of shares of Class B common stock of the Issuer at the Reporting Person's election. (F2) The shares are held directly by the Reporting Person. The Reporting Person is governed by a board of managers consisting of three managers, Bob Diamond, David Schamis and Jeff Tuder. Any action by the Reporting Person with respect to the issuer or the issuer's securities held by the Reporting Person, including voting and dispositive decisions, requires at least a majority vote of the managers of the board of managers. Under the so-called "rule of three", because voting and dispositive decisions are made by a majority of the managers, none of the managers is deemed to be a beneficial owner of issuer's securities held by the Sponsor, even those in which such manager holds a pecuniary interest. Accordingly, none of the managers on the Reporting Person's board of managers is deemed to have or share beneficial ownership of the founder shares held by the Reporting Person. (F3) The shares of Class B common stock have no expiration date and 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. 333-254789). |