0001104659-21-002108.txt : 20210107 0001104659-21-002108.hdr.sgml : 20210107 20210107183518 ACCESSION NUMBER: 0001104659-21-002108 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20210107 FILED AS OF DATE: 20210107 DATE AS OF CHANGE: 20210107 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Richman Darren CENTRAL INDEX KEY: 0001594474 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39850 FILM NUMBER: 21515144 MAIL ADDRESS: STREET 1: 80 BROAD STREET, 22ND FLOOR CITY: NEW YORK STATE: NY ZIP: 10004 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: CHENE DAVID CENTRAL INDEX KEY: 0001797237 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39850 FILM NUMBER: 21515145 MAIL ADDRESS: STREET 1: 80 BROAD STREET, 22ND FLOOR CITY: NEW YORK STATE: NY ZIP: 10004 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: KLM GP LLC CENTRAL INDEX KEY: 0001797767 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39850 FILM NUMBER: 21515146 BUSINESS ADDRESS: STREET 1: 80 BROAD STREET, 22ND FLOOR CITY: NEW YORK STATE: NY ZIP: 10004 BUSINESS PHONE: 212-782-3480 MAIL ADDRESS: STREET 1: 80 BROAD STREET, 22ND FLOOR CITY: NEW YORK STATE: NY ZIP: 10004 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: KENNEDY LEWIS MANAGEMENT LP CENTRAL INDEX KEY: 0001797633 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39850 FILM NUMBER: 21515147 BUSINESS ADDRESS: STREET 1: 111 W. 33RD STREET, SUITE 1910 CITY: NEW YORK STATE: NY ZIP: 10120 BUSINESS PHONE: 212-782-3480 MAIL ADDRESS: STREET 1: 111 W. 33RD STREET, SUITE 1910 CITY: NEW YORK STATE: NY ZIP: 10120 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: KL Sponsor LLC CENTRAL INDEX KEY: 0001822997 STATE OF INCORPORATION: DE FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39850 FILM NUMBER: 21515148 BUSINESS ADDRESS: STREET 1: 80 BROAD STREET STREET 2: 22ND FLOOR CITY: NEW YORK STATE: NY ZIP: 10004 BUSINESS PHONE: 2127823482 MAIL ADDRESS: STREET 1: 80 BROAD STREET STREET 2: 22ND FLOOR CITY: NEW YORK STATE: NY ZIP: 10004 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: KL Acquisition Corp CENTRAL INDEX KEY: 0001823323 STANDARD INDUSTRIAL CLASSIFICATION: BLANK CHECKS [6770] IRS NUMBER: 852734828 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 111 WEST 33RD STREET STREET 2: SUITE 1910 CITY: NEW YORK STATE: NY ZIP: 10120 BUSINESS PHONE: 2127823482 MAIL ADDRESS: STREET 1: 111 WEST 33RD STREET STREET 2: SUITE 1910 CITY: NEW YORK STATE: NY ZIP: 10120 3 1 tm211962d8_3.xml OWNERSHIP DOCUMENT X0206 3 2021-01-07 0 0001823323 KL Acquisition Corp KLAQU 0001822997 KL Sponsor LLC 111 WEST 33RD STREET SUITE 1910 NEW YORK NY 10120 0 0 1 0 0001797633 KENNEDY LEWIS MANAGEMENT LP 111 WEST 33RD STREET SUITE 1910 NEW YORK NY 10120 0 0 1 0 0001797767 KLM GP LLC 111 WEST 33RD STREET SUITE 1910 NEW YORK NY 10120 0 0 1 0 0001797237 CHENE DAVID 111 WEST 33RD STREET SUITE 1910 NEW YORK NY 10120 0 0 1 0 0001594474 Richman Darren 111 WEST 33RD STREET SUITE 1910 NEW YORK NY 10120 0 0 1 0 Class B Common Stock Class A Common Stock 7067500 D As described in the issuer's registration statement on Form S-1 (File No. 333-251398) under the heading "Description of Securities - Founder Shares", the shares of Class B common stock will automatically convert into shares of Class A common stock at the time of the issuer's initial business combination, on a one-for-one basis, subject to adjustment for stock splits, stock dividends, reorganizations, recapitalizations and the like, and certain anti-dilution rights and has no expiration date. These shares represent Class B common stock held by KL Sponsor LLC, acquired pursuant to a subscription agreement by and between KL Sponsor LLC and the issuer. The Class B common stock owned by the reporting person includes up to 937,500 shares that are subject to forfeiture in the event the underwriters of the initial public offering of the issuer's securities do not exercise in full their over-allotment option as described in the issuer's registration statement. KL Sponsor LLC is the record holder of the shares of Class B common stock reported herein. Kennedy Lewis Management LP is the non-member manager of KL Sponsor LLC. KLM GP LLC is the general partner of Kennedy Lewis Management LP. David Chene and Darren Richman are the principals of KLM GP LLC, and have joint voting and dispositive power with respect to the shares of Class B common stock held by KL Sponsor LLC. Each of Messrs. Chene and Richman disclaims any beneficial ownership of the reported shares other than to the extent of any pecuniary interest they may have therein, directly or indirectly. /s/ David Chene, as the principal of KLM GP LLC, the general partner of Kennedy Lewis Management LP, the manager of KL Sponsor LLC 2021-01-07 /s/ David Chene, as the principal of KLM GP LLC, the general partner of Kennedy Lewis Management LP 2021-01-07 /s/ David Chene, as the principal of KLM GP LLC 2021-01-07 /s/ David Chene 2021-01-07 /s/ Darren Richman 2021-01-07