| Item 1. | |
| (a) | Name of issuer:
CI&T INC |
| (b) | Address of issuer's principal executive offices:
Estrada Guiseppina Vianelli De Napoli, 1455 - C, Globaltech 13.100-000 - Brazil Campinas-State of Sao Paulo |
| Item 2. | |
| (a) | Name of person filing:
BW Gestao de Investimentos Ltda.
Brasil Warrant Administracao de Bens e Empresas S.A.
Lepton Fund Ltd.
Unicorp International Finance Corporation
Santana Investimentos Ltd. |
| (b) | Address or principal business office or, if none, residence:
Av. Brigadeiro Faria Lima, 4440 15th Floor, Sao Paulo, SP, 04538-132. |
| (c) | Citizenship:
Please refer to Item 4 on each cover sheet for each reporting person. |
| (d) | Title of class of securities:
Class A Common Shares, $0.00005 par value per share |
| (e) | CUSIP No.:
G21307106 |
| Item 3. | If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a: |
| (a) |  Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
|
| (b) | Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
|
| (c) | Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
|
| (d) | Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
|
| (e) | An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
|
| (f) | An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
|
| (g) | A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
|
| (h) | A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
|
| (i) | A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
|
| (j) | A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution:
|
| (k) | Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
|
| | |
| Item 4. | Ownership |
| (a) | Amount beneficially owned:
2,599,342 |
| (b) | Percent of class:
12.6% |
| (c) | Number of shares as to which the person has:
|
| | (i) Sole power to vote or to direct the vote:
0
|
| | (ii) Shared power to vote or to direct the vote:
2,599,342
|
| | (iii) Sole power to dispose or to direct the disposition of:
0
|
| | (iv) Shared power to dispose or to direct the disposition of:
2,599,342
|
| Item 5. | Ownership of 5 Percent or Less of a Class. |
| | |
| Item 6. | Ownership of more than 5 Percent on Behalf of Another Person. |
| |
If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than 5 percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required.
Lepton Fund Ltd., through its Class I Interests, is the record holder of 2,599,342 Class A Common Shares (the "Shares") of CI&T Inc. (the "Issuer"). BW Gestao de Investimentos Ltda., pursuant to its appointment by the Board of Directors of Lepton Fund Ltd., is the investment adviser to Lepton Fund Ltd. and accordingly is the only entity with discretionary power to direct the voting and disposition of the Shares held by Lepton Fund Ltd. Brasil Warrant Administracao de Bens e Empresas S.A. is the controlling shareholder of BW Gestao de Investimentos Ltda. Unicorp International Finance Corporation holds all management shares of Lepton Fund Ltd. and, therefore, may be deemed to have the powers to appoint the investment adviser of Lepton Fund Ltd. Additionally, Santana Investimentos Ltd. is the controlling shareholder of Unicorp International Finance Corporation.
The power to direct the voting and disposition of the Shares that BW Gestao de Investimentos Ltda., as investment adviser to Lepton Fund Ltd., possesses is exercised on behalf of Lepton Fund Ltd. and its Class I Interests. |
| Item 7. | Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person. |
| |
Not Applicable
|
| Item 8. | Identification and Classification of Members of the Group. |
| |
Not Applicable
|
| Item 9. | Notice of Dissolution of Group. |
| |
Not Applicable
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Rule 13d-1(c)