SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person*
Apollo Principal Holdings III GP Ltd

(Last) (First) (Middle)
C/O WALKERS CORPORATE LIMITED; CAYMAN
CORPORATE CENTRE; 27 HOSPITAL ROAD

(Street)
GEORGE TOWN E9 KY1-9008

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
10/01/2020
3. Issuer Name and Ticker or Trading Symbol
Apollo Strategic Growth Capital [ APSG ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
5. If Amendment, Date of Original Filed (Month/Day/Year)
10/01/2020
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Class B Ordinary Share, par value $0.00005 per share (1) (1) Class A Ordinary Share, par value $0.00005 per share 21,487,500(2) (1) I See Footnote(1)
1. Name and Address of Reporting Person*
Apollo Principal Holdings III GP Ltd

(Last) (First) (Middle)
C/O WALKERS CORPORATE LIMITED; CAYMAN
CORPORATE CENTRE; 27 HOSPITAL ROAD

(Street)
GEORGE TOWN E9 KY1-9008

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
APSG Sponsor, L.P.

(Last) (First) (Middle)
C/O WALKERS CORPORATE LIMITED; CAYMAN
CORPORATE CENTRE; 27 HOSPITAL ROAD

(Street)
GEORGE TOWN E9 KY1-9008

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
AP Caps II Holdings GP, LLC

(Last) (First) (Middle)
C/O WALKERS CORPORATE LIMITED; CAYMAN
CORPORATE CENTRE; 27 HOSPITAL ROAD

(Street)
GEORGE TOWN E9 KY1-9008

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
Apollo Principal Holdings III, L.P.

(Last) (First) (Middle)
C/O WALKERS CORPORATE LIMITED; CAYMAN
CORPORATE CENTRE; 27 HOSPITAL ROAD

(Street)
GEORGE TOWN E9 KY1-9008

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
Explanation of Responses:
1. See Exhibit 99.1.
2. The original Form 3 filed by the reporting persons reported ownership of Class B Ordinary Shares convertible into 18,675,000 Class A Ordinary Shares instead of 21,487,500 Class A Ordinary Shares.
See signatures attached as Exhibit 99.2 11/18/2020
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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