Statement of Changes in Beneficial Ownership (4)
04 March 2023 - 8:54AM
Edgar (US Regulatory)
FORM 4
[X]
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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OMB APPROVAL
OMB Number:
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
*
World Quantum Growth Acquisition LLC |
2. Issuer Name and Ticker or Trading Symbol
World Quantum Growth Acquisition Corp.
[
WQGA
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director __X__ 10% Owner
__X__ Officer (give title below) __X__ Other (specify below)
See Remarks
/
See Remarks |
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(Last)
(First)
(Middle)
C/O WORLD QUANTUM GROWTH ACQUISITION, CORP., PO BOX 309, UGLAND HOUSE |
3. Date of Earliest Transaction
(MM/DD/YYYY)
2/13/2023 |
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(Street)
GRAND CAYAMN, E9 KY1-1104
(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)
___ Form filed by One Reporting Person
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X
_ 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 share | (1) | 2/21/2023 | | D (2) | | | 5023749 (2) | (1) | (1) | Class A ordinary share | 5023749 | $0.00 (2) | 1 | D (2) | |
| Class B ordinary share | (1) | 2/13/2023 | | D (2) | | | 75000 (3) | (1) | (1) | Class A ordinary share | 75000 | $0.00 (3) | 0 | D (3) | |
| Explanation of Responses: |
| (1) | As described in the Issuer's registration statement on Form S-1 (File No. 333-255890) under the heading "Description of Securities-Founder Shares", the Class B ordinary shares ("Class B Shares"), par value $0.0001 per share, will automatically convert into Class A ordinary shares ("Class A 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 capitalizations, reorganizations, recapitalizations and the like, and certain anti-dilution rights and have no expiration date. |
| (2) | In connection with the liquidation and dissolution of the Issuer, World Quantum Growth Acquisition LLC ("Sponsor") surrendered to the Issuer, for no consideration, 5,023,749 Class B Shares directly held by Sponsor. Xavier Rolet is the chief executive officer of Sponsor, and had sole voting and dispositive power over the securities of the Issuer surrendered by Sponsor, and therefore may have been deemed to have had beneficial ownership of the securities of the Issuer held directly by Sponsor. Mr. Rolet disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein. |
| (3) | In connection with the liquidation and dissolution of the Issuer, each of Emer Timmons, Peter Lenardos and Sharda Cherwoo surrendered to the Issuer, for no consideration, 25,000 Class B Shares directly held by such reporting persons. |
Remarks:
This "Exit" Form 4 is filed to report that, following the Issuer's dissolution on February 24, 2023, each of the Reporting Persons is no longer subject to Section 16 reporting. |
Reporting Owners
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| Reporting Owner Name / Address | Relationships |
| Director | 10% Owner | Officer | Other |
World Quantum Growth Acquisition LLC
C/O WORLD QUANTUM GROWTH ACQUISITION
CORP., PO BOX 309, UGLAND HOUSE
GRAND CAYAMN, E9 KY1-1104 | X | X | See Remarks | See Remarks |
Rolet Xavier R.
C/O WORLD QUANTUM GROWTH ACQUISITION
CORP., PO BOX 309, UGLAND HOUSE
GRAND CAYAMN, E9 KY1-1104 | X |
| Chief Executive Officer |
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Harry Serge
C/O WORLD QUANTUM GROWTH ACQUISITION
CORP., PO BOX 309, UGLAND HOUSE
GRAND CAYAMN, E9 KY1-1104 | X |
| Chief Financial Officer |
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Brogard Michel
C/O WORLD QUANTUM GROWTH ACQUISITION
CORP., PO BOX 309, UGLAND HOUSE
GRAND CAYAMN, E9 KY1-1104 |
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| Chief Development Officer |
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Shagoury Antoine
C/O WORLD QUANTUM GROWTH ACQUISITION
CORP., PO BOX 309, UGLAND HOUSE
GRAND CAYAMN, E9 KY1-1104 |
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| Chief Information Officer |
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Timmons Emer
C/O WORLD QUANTUM GROWTH ACQUISITION
CORP., PO BOX 309, UGLAND HOUSE
GRAND CAYAMN, E9 KY1-1104 | X |
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Lenardos Peter K
C/O WORLD QUANTUM GROWTH ACQUISITION
CORP., PO BOX 309, UGLAND HOUSE
GRAND CAYAMN, E9 KY1-1104 | X |
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Cherwoo Sharda
C/O WORLD QUANTUM GROWTH ACQUISITION
CORP., PO BOX 309, UGLAND HOUSE
GRAND CAYAMN, E9 KY1-1104 | X |
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Signatures
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| World Quantum Growth Acquisition LLC By: /s/ Xavier Rolet Name: Xavier Rolet Title: Member | | 3/3/2023 |
| **Signature of Reporting Person | Date |
| Xavier Rolet By: /s/ Xavier Rolet | | 3/3/2023 |
| **Signature of Reporting Person | Date |
| Serge Harry By: /s/ Xavier Rolet, as Attorney-in-Fact | | 3/3/2023 |
| **Signature of Reporting Person | Date |
| Antoine Shagoury By: /s/ Xavier Rolet, as Attorney-in-Fact | | 3/3/2023 |
| **Signature of Reporting Person | Date |
| Michel Brogard By: /s/ Xavier Rolet, as Attorney-in-Fact | | 3/3/2023 |
| **Signature of Reporting Person | Date |
| Sharda Cherwoo By: /s/ Xavier Rolet, as Attorney-in-Fact | | 3/3/2023 |
| **Signature of Reporting Person | Date |
| Peter Lenardos By: /s/ Xavier Rolet, as Attorney-in-Fact | | 3/3/2023 |
| **Signature of Reporting Person | Date |
| Emer Timmons By: /s/ Xavier Rolet, as Attorney-in-Fact | | 3/3/2023 |
| **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. |
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