Amended Statement of Changes in Beneficial Ownership (4/a)
November 22 2021 - 5:01PM
Edgar (US Regulatory)
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
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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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Mountain Crest Holdings III LLC |
2. Issuer Name and Ticker or Trading Symbol
Mountain Crest Acquisition Corp. III
[
MCAEU
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __X__ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
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(Last)
(First)
(Middle)
311 WEST 43RD STREET,, 12TH FLOOR |
3. Date of Earliest Transaction
(MM/DD/YYYY)
6/14/2021 |
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(Street)
NEW YORK, NY 10036
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
6/16/2021 |
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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| Common Stock | 6/14/2021 | | P | | 2086 (1) | A | $10 | 1543586 | D | |
| Common Stock | 6/14/2021 | | J(3) | | 83202 | D | (3) | 1460384 | D | |
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 |
| Rights to purchase Common Stock | $0 | 6/14/2021 | | P | | 2086 | | (2) | (2) | Common Stock | 208 | (1) | 112086 | D | |
| Explanation of Responses: |
| (1) | The reporting person acquired units, consisting of shares and rights. |
| (2) | The rights automatically convert into one-tenth (1/10) of a share of common stock upon the consummation of the registrant's initial business combination, as described in the registrant's prospectus filed with the SEC. |
| (3) | On June 14, 2021, the underwriters of Mountain Crest Acquisition Corp III (the "Company") exercised the over-allotment option in part and canceled the remainder of the over-allotment option. In connection with the cancellation of the remainder of the over-allotment option, the Company has canceled an aggregate of 83,202 shares of common stock issued to Mountain Crest Holdings III LLC prior to its IPO and private placement. |
Remarks:
This Form 4/A amends the Form 4 filed on June 16, 2021 to change the number of derivative securities beneficially owned following the reported transaction took place on June 14, 2021. Such change reflects the 110,000 rights that the reporting person previously acquired in a transaction that took place on May 20, 2021. |
Reporting Owners
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| Reporting Owner Name / Address | Relationships |
| Director | 10% Owner | Officer | Other |
Mountain Crest Holdings III LLC
311 WEST 43RD STREET,
12TH FLOOR
NEW YORK, NY 10036 |
| X |
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Signatures
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| Mountain Crest Holdings III LLC By: /s/ Suying Liu, Title: Member | | 11/22/2021 |
| **Signature of Reporting Person | Date |
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