0000905148-24-001268.txt : 20240506 0000905148-24-001268.hdr.sgml : 20240506 20240506172923 ACCESSION NUMBER: 0000905148-24-001268 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20240416 FILED AS OF DATE: 20240506 DATE AS OF CHANGE: 20240506 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: MANGROVE PARTNERS IM, LLC CENTRAL INDEX KEY: 0001535392 ORGANIZATION NAME: STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-41165 FILM NUMBER: 24918750 BUSINESS ADDRESS: STREET 1: 2 SOUND VIEW DRIVE CITY: GREENWICH STATE: CT ZIP: 06830 BUSINESS PHONE: 212-897-9535 MAIL ADDRESS: STREET 1: 2 SOUND VIEW DRIVE CITY: GREENWICH STATE: CT ZIP: 06830 FORMER NAME: FORMER CONFORMED NAME: MANGROVE PARTNERS DATE OF NAME CHANGE: 20111122 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Pearl Holdings Acquisition Corp CENTRAL INDEX KEY: 0001856161 STANDARD INDUSTRIAL CLASSIFICATION: BLANK CHECKS [6770] ORGANIZATION NAME: 05 Real Estate & Construction IRS NUMBER: 000000000 BUSINESS ADDRESS: STREET 1: 767 THIRD AVENUE, 11TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 BUSINESS PHONE: (212) 245-6363 MAIL ADDRESS: STREET 1: 767 THIRD AVENUE, 11TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 4 1 form4.xml X0508 4 2024-04-16 true 0001856161 Pearl Holdings Acquisition Corp PRLH 0001535392 MANGROVE PARTNERS IM, LLC 2 SOUND VIEW DRIVE, 3RD FLOOR GREENWICH CT 06830 true Former 10% Owner false Class A Ordinary Shares 249158 I See Footnote These shares of the Issuer's Class A Ordinary Shares are held directly by the Mangrove Partners Master Fund, Ltd. (the "Master Fund"). Mangrove Partners IM, LLC ("Mangrove Partners") serves as the investment manager of the Master Fund and, in such capacity, may be deemed to beneficially own the securities reported herein. Mangrove Partners disclaims beneficial ownership of these securities except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that Mangrove Partners is the beneficial owner of the reported securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or for any other purpose. Effective March 14, 2024, Nathanial August and the other members of Mangrove Partners contributed their interests to a newly formed entity, Mangrove Holding, Inc., and then sold their equity in Mangrove Holding, Inc. to the Mangrove Retirement Savings Plan, which holds 100% of the outstanding equity of Mangrove Holding, Inc. As a result of these changes, Mr. August may no longer be deemed an indirect beneficial owner of the Class A Ordinary Shares held by the Master Fund and thus has been removed as a reporting person on this Form 4. Since the most recent Form 4 filed by the Reporting Person for this Issuer on December 23, 2023, the Reporting Person changed its name from "Mangrove Partners" to "Mangrove Partners IM, LLC". On April 16, 2024, the Issuer disclosed in its annual report on Form 10-K that, as of April 16, 2024, there were 5,167,693 Class A Ordinary Shares outstanding. Accordingly, as of April 16, 2024, Mangrove Partners no longer may be deemed to beneficially own more than 10% of the Class A Ordinary Shares. Mangrove Partners is voluntarily filing this Form 4 to report that it is no longer subject to Section 16 of the Exchange Act with respect to the Class A Ordinary Shares and therefore will no longer report any such transactions on Form 4 or Form 5. /s/ Mangrove Partners IM, LLC, By: Nathaniel H. August, President 2024-05-06