SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES 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* Spruce House Partnership LLC (Last) (First) (Middle) C/O SPRUCE HOUSE CAPITAL LLC 435 HUDSON STREET, 8TH FLOOR (Street) NEW YORK NY 10014 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 06/04/2021	3. Issuer Name and Ticker or Trading Symbol Latch, Inc. [ TSIA ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director X 10% Owner Officer (give title below) Other (specify below)	5. If Amendment, Date of Original Filed (Month/Day/Year)
			6. Individual or Joint/Group Filing (Check Applicable Line) Form filed by One Reporting Person X Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Class A Common Stock, $0.0001 par value per share	5,265,561(1)(2)	D(3)(4)(5)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

1. Name and Address of Reporting Person* Spruce House Partnership LLC (Last) (First) (Middle) C/O SPRUCE HOUSE CAPITAL LLC 435 HUDSON STREET, 8TH FLOOR (Street) NEW YORK NY 10014 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* SPRUCE HOUSE PARTNERSHIP (AI) LP (Last) (First) (Middle) C/O SPRUCE HOUSE CAPITAL LLC 435 HUDSON STREET, 8TH FLOOR (Street) NEW YORK NY 10014 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* Spruce House Partnership (QP) LP (Last) (First) (Middle) C/O SPRUCE HOUSE CAPITAL LLC 435 HUDSON STREET 8TH FLOOR (Street) NEW YORK NY 10014 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* Spruce House Capital LLC (Last) (First) (Middle) C/O SPRUCE HOUSE CAPITAL LLC 435 HUDSON STREET 8TH FLOOR (Street) NEW YORK NY 10014 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* Sternberg Zachary (Last) (First) (Middle) SPRUCE HOUSE INVESTMENT MANAGEMENT LLC 435 HUDSON STREET, 8TH FLOOR (Street) NEW YORK NY 10014 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* Stein Benjamin Forester (Last) (First) (Middle) SPRUCE HOUSE INVESTMENT MANAGEMENT LLC 435 HUDSON STREET, 8TH FLOOR (Street) NEW YORK NY 10014 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* SPRUCE HOUSE INVESTMENT MANAGEMENT LLC (Last) (First) (Middle) 435 HUDSON STREET 8TH FLOOR (Street) NEW YORK NY 10014 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

Explanation of Responses:

1. Note, on June 4, 2021, the business combination of the TS Innovation Acquisition Corp. (the "Issuer") and Latch, Inc. was consummated (the "Closing"). In connection with the Closing, the Issuer changed its name to Latch, Inc. and each of the Issuer's shares of Class A Common Stock converted into shares of Common Stock of Latch, Inc. The Reporting Persons (as defined below), as of the date of this filing, do not beneficially own 10%+ of Latch, Inc., based upon a statement in Latch, Inc.'s Form 8-K filed on June 10, 2021 that there are 141,260,318 shares of Latch, Inc. Common Stock issued and outstanding. Therefore, simultaneous with this Form 3 filing, the Reporting Persons will be filing a Form 4 indicating that as a result of the Closing, they are not 10%+ beneficial owners of Latch, Inc.

2. The determination of 10%+ beneficial ownership reported herein is based upon (i) a statement in the Issuer's Quarterly Report on Form 10-Q filed on May 18, 2021 for the quarter ended March 31, 2021 that there were 30,000,000 shares of Class A Common Stock issued and outstanding as of May 18, 2021, plus (ii) 19,255,030 shares of Class A Common Stock issued and outstanding as of June 4, 2021, pursuant to the Issuer's PIPE transaction.

3. The reported securities are held in the account of The Spruce House Partnership LLC (the "Aggregator"), its sole members being The Spruce House Partnership (AI)LP (f/k/a The Spruce House Partnership LP) and The Spruce House Partnership (QP) LP (collectively, the "Funds)", each a private investment fund managed by Spruce House Investment Management LLC (the "Investment Manager"). The reported securities may be deemed to be beneficially owned by the Investment Manager, the general partner of the Funds, Spruce House Capital LLC (the "General Partner"), and by Zachary Sternberg and Benjamin Stein, managing members of the Investment Manager and the General Partner (the "Managing Members").

4. Each of the Funds, the Investment Manager, the General Partner and the Managing Members disclaim beneficial ownership of the reported securities held by the Aggregator, except to the extent of his or its pecuniary interest therein. The Aggregator, the Funds, the Investment Manager, the General Partner and the Managing Members (collectively, the "Reporting Persons") affirmatively disclaim being a "group" for purposes of Section 16 of the Securities Exchange Act of 1934, as amended.

5. By virtue of these relationships, the Reporting Persons may be deemed to have shared voting and dispositive power with respect to the Shares owned directly by the Funds. This report shall not be deemed an admission that the Reporting Persons are beneficial owners of the Shares for purposes of Section 13 of the Securities Exchange Act of 1934, as amended, or for any other purpose.

	The Spruce House Partnership LLC By: /s/ Thomas Walker, Authorized	06/11/2021
	The Spruce House Partnership (AI) LP By: /s/ Thomas Walker, Authorized Person	06/11/2021
	The Spruce House Partnership (QP) LP By: /s/ Thomas Walker, Authorized Person	06/11/2021
	Spruce House Capital LLC By: /s/ Thomas Walker, Authorized Person	06/11/2021
	Zachary Sternberg By: /s/ Thomas Walker, Authorized Person	06/11/2021
	Benjamin Stein By: /s/ Thomas Walker, Authorized Person	06/11/2021
	Spruce House Investment Management LLC By: /s/ Thomas Walker, Authorized Person	06/11/2021
	** 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 5 (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).
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