Statement of Changes in Beneficial Ownership (4)
2022年2月24日 - 6:52AM
Edgar (US Regulatory)
FORM 4
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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3235-0287
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
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Eagle Equity Partners V, LLC |
2. Issuer Name and Ticker or Trading Symbol
Screaming Eagle Acquisition Corp.
[
SCRM
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director __X__ 10% Owner _____ Officer (give title below) __X__ Other (specify below) Director by Deputization |
(Last)
(First)
(Middle)
C/O SCREAMING EAGLE ACQUISITION CORP., 955 FIFTH AVENUE |
3. Date of Earliest Transaction
(MM/DD/YYYY)
2/19/2022 |
(Street)
NEW YORK, NY 10075
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) |
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Class B Ordinary Shares, par value $0.0001 per share | (1) | 2/19/2022 | | D (2) | | | 2812500 | (1) | (1) | Class A Ordinary Shares | 2812500 (2) | $0.00 | 18750000 | D (1)(3) | |
Explanation of Responses: |
(1) | The Class B ordinary shares, par value $0.0001 per share (the "Class B Shares") of Screaming Eagle Acquisition Corp. (the "Issuer") have no expiration date and are convertible into Class A ordinary shares, par value $0.0001 per share, of the Issuer, as described under the heading "Description of Securities" in the Issuer's registration statement on Form S-1 (File No. 333-261671). |
(2) | The Sponsor forfeited 2,812,500 Class B Shares to the Issuer for no consideration, which was exempted pursuant to Rule 16b-3(e) under the Securities Exchange Act of 1934, as amended, in connection with the underwriters' election not to exercise the overallotment option at the end of the 45-day option period on February 19, 2022. |
(3) | Eagle Equity Partners V, LLC (the "Reporting Person") is the record holder of the securities reported herein. Each of Eli Baker, Harry Sloan and Jeff Sagansky is a managing member of the managing member of the Reporting Person and no individual managing member exercises voting or dispositive control over any of the securities held by the Reporting Person. Accordingly, none of them is deemed to have or share beneficial ownership of such securities. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Eagle Equity Partners V, LLC C/O SCREAMING EAGLE ACQUISITION CORP. 955 FIFTH AVENUE NEW YORK, NY 10075 | X | X |
| Director by Deputization |
Signatures
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/s/ Daniel Nussen, Attorney-in-Fact for Eagle Equity Partners V, LLC | | 2/23/2022 |
**Signature of Reporting Person | Date |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
Note: | File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. |
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. |
Screaming Eagle Acquisit... (NASDAQ:SCRMU)
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