0001140361-20-017734.txt : 20200806 0001140361-20-017734.hdr.sgml : 20200806 20200806214723 ACCESSION NUMBER: 0001140361-20-017734 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20200806 FILED AS OF DATE: 20200806 DATE AS OF CHANGE: 20200806 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: ALTMAN MICHAEL SETH CENTRAL INDEX KEY: 0001746738 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39434 FILM NUMBER: 201083564 MAIL ADDRESS: STREET 1: C/O PERCEPTIVE ADVISORS STREET 2: 51 ASTOR PLACE, 10TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10003 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: ARYA Sciences Acquisition Corp III CENTRAL INDEX KEY: 0001808805 STANDARD INDUSTRIAL CLASSIFICATION: BLANK CHECKS [6770] IRS NUMBER: 000000000 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 51 ASTOR PLACE, 10TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10003 BUSINESS PHONE: 2122842300 MAIL ADDRESS: STREET 1: 51 ASTOR PLACE, 10TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10003 3 1 form3.xml FORM 3 X0206 3 2020-08-06 0 0001808805 ARYA Sciences Acquisition Corp III ARYA 0001746738 ALTMAN MICHAEL SETH C/O ARYA SCIENCES ACQUISITION CORP III 51 ASTOR PLACE, 10TH FLOOR NEW YORK NY 10003 true true true Chief Financial Officer Class B ordinary shares Class A ordinary shares 3647500 I By ARYA Sciences Holdings III As described in the issuer's registration statement on Form S-1 (File No. 333-239986) under the heading "Description of Securities--Founder Shares", the shares of Class B ordinary shares, par value $0.0001 per share, will automatically convert into shares of Class A ordinary shares, par value $0.0001 per share, of the issuer 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 have no expiration date. The Class B ordinary shares owned by the reporting person include up to 487,500 shares that are subject to forfeiture to the extent 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. The securities reported herein are held by ARYA Sciences Holdings III (the "Sponsor"). The Sponsor is governed by a board of directors consisting of two directors, Adam Stone and the Reporting Person. As such, Mr. Stone and the Reporting Person have voting and investment discretion with respect to the Class B ordinary shares held of record by the Sponsor and may be deemed to have shared beneficial ownership of the Class B ordinary shares held directly by the Sponsor. Exhibit List: Exhibit 24 - Power of Attorney /s/ Samuel M. Cohn, as attorney-in-fact 2020-08-06 EX-24 2 brhc10014145_ex24.htm EXHIBIT 24
Exhibit 24

POWER OF ATTORNEY
 
KNOW ALL BY THESE PRESENTS, that the undersigned hereby makes, constitutes and appoints Adam Stone, Konstantin Poukalov and Samuel Cohn, acting singly and with full power of substitution or revocation, the undersigned’s true and lawful attorney-in-fact, with full power and authority as hereinafter described on behalf of and in the name, place and stead of the undersigned to:
 

 (i)
execute for and on behalf of the undersigned, in the undersigned’s capacity as a director, director nominee, officer or beneficial owner of ordinary shares of ARYA Sciences Acquisition Corp III, a Cayman Islands exempted company (the “Company”), any Schedule 13D or Schedule 13G, and any amendments, supplements or exhibits thereto (including any joint filing agreements) required to be filed by the undersigned under Section 13 of the Securities Exchange Act of 1934, as amended, and the rules promulgated thereunder (the “Exchange Act”), and any Forms 3, 4, and 5 and any amendments, supplements or exhibits thereto required to be filed by the undersigned under Section 16(a) of the Exchange Act;
 

 (ii)
do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such schedules or forms and timely file such forms with the United States Securities and Exchange Commission and any applicable stock exchange; and
 

 (iii)
take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorneys-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorneys-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorneys-in-fact may approve in such attorneys-in-fact’s discretion.
 
The undersigned hereby grants to such attorneys-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorneys-in-fact’s substitute or substitutes, shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, are not assuming, nor is the Company assuming, any of the undersigned’s responsibilities to comply with, or any liability for the failure to comply with, Section 13 and/or Section 16 of the Exchange Act.
 
This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file reports or schedules under Section 13 or Section 16 of the Exchange Act with respect to the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact.

*  *  *  *  *

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 6th day of August, 2020.
 
 
 By:   /s/ Michael Altman  
 
 Name: Michael Altman
 
 Title: Chief Financial Officer
 
[Signature Page to the Power of Attorney]