SEC Form 4 · accession 0001144204-17-034149
Constellation Alpha Capital Corp. · CNAC
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
Rajiv Shukla
Officer — CEO & Chairman · Director · 10% Owner
Centripetal, LLC
10% Owner
Period of report
Jun 23, 2017
Accepted (ET)
Jun 26, 2017 · 7:18 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001651944
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Ordinary SharesF1,F2,F3 | Jun 23, 2017 | P | 425,000 | $10.00 | A | 4,018,750 | D | |
| Ordinary SharesF4,F2,F3 | Jun 23, 2017 | J | 136,250 | $0.00 | D | 3,882,500 | D |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1These shares are underlying units (each unit consisting of one ordinary share, one right entitling the holder thereof to receive one-tenth (1/10) of one share upon the consummation of an initial business combination and one warrant to purchase one-half of one share) held by Centripetal LLC (the "Sponsor"), acquired pursuant to a second amended and restated unit subscription agreement by and between the Sponsor and the issuer.
- F2The shares held by the Sponsor are beneficially owned by Rajiv Shukla, the issuer's Chairman and Chief Executive Officer and the managing member of the Sponsor, who has sole voting and dispositive power over the shares held by the Sponsor.
- F3Mr. Shukla disclaims beneficial ownership over any securities owned by the Sponsor in which he does not have any pecuniary interest.
- F4As contemplated in connection with the initial public offering of the issuer, 136,250 ordinary shares of the issuer were forfeited by the Sponsor and returned to the issuer for no consideration as a result of the issuance of 136,250 ordinary shares by the issuer to Cowen Investments, LLC upon consummation of the sale of private units in connection with the issuer's initial public offering.