FORM 4
[ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response...
0.5
                      
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

Waterfield John Randall
2. Issuer Name and Ticker or Trading Symbol

26 Capital Acquisition Corp. [ ADERW ]
5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

__X__ Director                    _____ 10% Owner
_____ Officer (give title below)    _____ Other (specify below)
(Last)          (First)          (Middle)

OFFICEEDGE MIAMI,, 701 BRICKELL AVENUE, SUITE 1550
3. Date of Earliest Transaction (MM/DD/YYYY)

3/2/2022
(Street)

MIAMI, FL 33131
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
6. Individual or Joint/Group Filing (Check Applicable Line)

_X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security3. Trans. Date3A. Deemed Execution Date, if any4. 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 Date7. 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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Warrants (1)$11.50 3/2/2022  P   V 984108     (2) (2)Class A Common Stock 984108 $0.49 (3)984108 D  
Warrants (1)$11.50 3/3/2022  P   V 57559     (2) (2)Class A Common Stock 57559 $0.50 1041667 D  

Explanation of Responses:
(1) These are warrants included in the units sold in the Issuer's initial public offering.
(2) Each whole warrant is exercisable to purchase one share of the Issuer's Class A common stock, par value $0.0001 per share ("Class A Common Stock") at an exercise price of $11.50 during the period commencing on the later of (i) twelve months from the date of the closing of the Issuer's initial public offering or (ii) 30 days following the consummation of the Issuer's initial business combination (the "Business Combination"), and expiring on the fifth anniversary of the consummation of the Business Combination or earlier upon redemption or liquidation.
(3) Represents the weighted average purchase price of the warrants on such date. The warrants were acquired in two transactions of 8,745 warrants and 975,363 warrants each, at $0.47 per warrant and $0.49 per warrant, respectively.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director10% OwnerOfficerOther
Waterfield John Randall
OFFICEEDGE MIAMI,
701 BRICKELL AVENUE, SUITE 1550
MIAMI, FL 33131
X



Signatures
/s / J. Randall Waterfield3/4/2022
**Signature of Reporting PersonDate


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.
26 Capital Acquisition (NASDAQ:ADERU)
Historical Stock Chart
From Jun 2024 to Jul 2024 Click Here for more 26 Capital Acquisition Charts.
26 Capital Acquisition (NASDAQ:ADERU)
Historical Stock Chart
From Jul 2023 to Jul 2024 Click Here for more 26 Capital Acquisition Charts.