0001213900-23-014498.txt : 20230224 0001213900-23-014498.hdr.sgml : 20230224 20230224200058 ACCESSION NUMBER: 0001213900-23-014498 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20230222 FILED AS OF DATE: 20230224 DATE AS OF CHANGE: 20230224 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SHANON GUY CENTRAL INDEX KEY: 0001458422 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40823 FILM NUMBER: 23669576 MAIL ADDRESS: STREET 1: 1270 BROADWAY, SUITE 1009 CITY: NEW YORK STATE: NY ZIP: 10001 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: BLITZER MICHAEL CENTRAL INDEX KEY: 0001458423 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40823 FILM NUMBER: 23669577 MAIL ADDRESS: STREET 1: 1270 BROADWAY, SUITE 1009 CITY: NEW YORK STATE: NY ZIP: 10001 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: KINGSTOWN CAPITAL MANAGEMENT L.P. CENTRAL INDEX KEY: 0001458425 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40823 FILM NUMBER: 23669579 BUSINESS ADDRESS: STREET 1: 34 EAST 51ST STREET, 5TH FL CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: (212)319-1309 MAIL ADDRESS: STREET 1: 34 EAST 51ST STREET, 5TH FL CITY: NEW YORK STATE: NY ZIP: 10022 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: KINGSTOWN MANAGEMENT GP LLC CENTRAL INDEX KEY: 0001458426 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40823 FILM NUMBER: 23669578 BUSINESS ADDRESS: STREET 1: 1270 BROADWAY, SUITE 1009 CITY: NEW YORK STATE: NY ZIP: 10001 BUSINESS PHONE: (212)319-1309 MAIL ADDRESS: STREET 1: 1270 BROADWAY, SUITE 1009 CITY: NEW YORK STATE: NY ZIP: 10001 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Intuitive Machines, Inc. CENTRAL INDEX KEY: 0001844452 STANDARD INDUSTRIAL CLASSIFICATION: SEARCH, DETECTION, NAVIGATION, GUIDANCE, AERONAUTICAL SYS [3812] IRS NUMBER: 000000000 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 34 EAST 51ST STREET STREET 2: 5TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: (212) 319-1309 MAIL ADDRESS: STREET 1: 34 EAST 51ST STREET STREET 2: 5TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 FORMER COMPANY: FORMER CONFORMED NAME: Inflection Point Acquisition Corp. DATE OF NAME CHANGE: 20210204 4 1 ownership.xml X0306 4 2023-02-22 0 0001844452 Intuitive Machines, Inc. LUNR 0001458425 KINGSTOWN CAPITAL MANAGEMENT L.P. C/O KINGSTOWN CAPITAL MANAGEMENT L.P. 167 MADISON AVENUE, SUITE 205 #1033 NEW YORK NY 10016 0 0 1 1 See Remarks 0001458426 KINGSTOWN MANAGEMENT GP LLC C/O KINGSTOWN CAPITAL MANAGEMENT L.P. 167 MADISON AVENUE, SUITE 205 #1033 NEW YORK NY 10016 0 0 1 1 See Remarks 0001458423 BLITZER MICHAEL C/O KINGSTOWN CAPITAL MANAGEMENT L.P. 167 MADISON AVENUE, SUITE 205 #1033 NEW YORK NY 10016 1 0 1 0 0001458422 SHANON GUY C/O KINGSTOWN CAPITAL MANAGEMENT L.P. 167 MADISON AVENUE, SUITE 205 #1033 NEW YORK NY 10016 0 0 1 0 Class A Common Stock 2023-02-22 4 J 0 1750000 D 1150000 I By Kingstown 1740 Fund L.P. Class A Common Stock 8243750 I By Inflection Point Holdings LLC On February 22, 2023, Kingstown 1740 Fund, L.P. ("Kingstown 1740") distributed 1,750,000 of the shares of Class A common stock, par value $0.0001 per share of the Issuer (the "Class A Common Stock") held by it, in a pro rata distribution for no consideration in accordance with the terms of its limited partnership agreement. Kingstown 1740 is the holder of the securities reported herein. Kingstown Capital Management, L.P. ("KCM") is the investment manager of Kingstown 1740 and shares voting and investment discretion with respect to the securities held by Kingstown 1740. Kingstown Management GP LLC ("KMGP") is the general partner of KCM and shares voting and investment discretion with respect to the ordinary shares held by Kingstown 1740. Kingstown Capital Partners LLC ("KCP") is the general partner of Kingstown 1740. Michael Blitzer and Guy Shanon are the Managing Members of KMGP and share voting and investment discretion with respect to the ordinary shares held by Kingstown 1740. Kingstown 1740 and KCP have filed a separate Form 4 in connection with the transactions described herein. Inflection Point Holdings LLC (the "Sponsor") is the holder of such securities. KCM is the manager of the Sponsor and shares voting and investment discretion with respect to the securities held by the Sponsor. KMGP is the general partner of KCM and shares voting and investment discretion with respect to the securities held by the Sponsor. Michael Blitzer and Guy Shanon are the Managing Members of KMGP and share voting and investment discretion with respect to the securities held by the Sponsor. Each of KMGP, KCM, Michael Blitzer and Guy Shanon disclaims any beneficial ownership of the securities held by the Sponsor other than to the extent of any pecuniary interest it or he, as applicable, may have therein, directly or indirectly. Each of KCM, KMGP, KCP, Michael Blitzer and Guy Shanon disclaims any beneficial ownership of the securities held by Kingstown 1740 other than to the extent of any pecuniary interest it or he, as applicable, may have therein, directly or indirectly. KCM and KMGP may be deemed directors by deputization by virtue of their representation on the board of directors of the Issuer. Michael Blitzer is a member of the board of directors of the Issuer. See Exhibit 99.1 - Joint Filer Information, which is incorporated herein by reference and describes in further detail the relationships of the Reporting Persons to the Issuer. /s/ Michael Blitzer, By: Kingstown Management GP, LLC its general partner, By: Michael Blitzer, its Managing Member, for Kingstown Capital Management L.P. 2023-02-24 /s/ Michael Blitzer, By: Michael Blitzer, its Managing Member, for Kingstown Management GP LLC 2023-02-24 /s/ Michael Blitzer 2023-02-24 /s/ Guy Shanon 2023-02-24 EX-99.1 2 ea174238ex99-1_intutive.htm JOINT FILER INFORMATION

Exhibit 99.1 

 

Joint Filer Information

 

Name of Joint Filer: Kingstown Capital Management L.P.
   
Address of Joint Filer: 167 Madison Avenue, Suite 205 #1033
  New York, NY 10016
   
Relationship of Joint Filer to Issuer: 10% Owner, Director by deputization
   
Issuer Name and Ticker or Trading Symbol: Intuitive Machines, Inc. [LUNR]
   
Date of Event Requiring Statement:  
(Month/Day/Year): 02/22/2023
   
Name of Joint Filer: Kingstown Management GP LLC
   
Address of Joint Filer: c/o Kingstown Capital Management, L.P.
  167 Madison Avenue, Suite 205 #1033
  New York, NY 10016
   
Relationship of Joint Filer to Issuer: 10% Owner, Director by deputization
   
Issuer Name and Ticker or Trading Symbol: Intuitive Machines, Inc. [LUNR]
   
Date of Event Requiring Statement:  
(Month/Day/Year): 02/22/2023
   
Name of Joint Filer: Michael Blitzer
   
Address of Joint Filer: c/o Kingstown Capital Management, L.P.
  167 Madison Avenue, Suite 205 #1033
  New York, NY 10016
   
Relationship of Joint Filer to Issuer: 10% Owner, Director
   
Issuer Name and Ticker or Trading Symbol: Intuitive Machines, Inc. [LUNR]
   
Date of Event Requiring Statement:  
(Month/Day/Year): 02/22/2023
   
Name of Joint Filer: Guy Shanon
   
Address of Joint Filer: c/o Kingstown Capital Management, L.P.
  167 Madison Avenue, Suite 205 #1033
  New York, NY 10016
   
Relationship of Joint Filer to Issuer: 10% Owner
   
Issuer Name and Ticker or Trading Symbol: Intuitive Machines, Inc. [LUNR]
   
Date of Event Requiring Statement:  
(Month/Day/Year): 02/22/2023