0001213900-21-061710.txt : 20211123
0001213900-21-061710.hdr.sgml : 20211123
20211123211427
ACCESSION NUMBER: 0001213900-21-061710
CONFORMED SUBMISSION TYPE: 3
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20211116
FILED AS OF DATE: 20211123
DATE AS OF CHANGE: 20211123
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Vandecruze Grace
CENTRAL INDEX KEY: 0001847834
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-41076
FILM NUMBER: 211440902
MAIL ADDRESS:
STREET 1: 125 TOWNPARK DRIVE, SUITE 300
CITY: KENNESAW
STATE: GA
ZIP: 30144
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: ShoulderUP Technology Acquisition Corp.
CENTRAL INDEX KEY: 0001885461
STANDARD INDUSTRIAL CLASSIFICATION: BLANK CHECKS [6770]
IRS NUMBER: 871730135
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 125 TOWNPARK DRIVE
STREET 2: SUITE 300
CITY: KENNESAW
STATE: GA
ZIP: 30144
BUSINESS PHONE: 970.924.0446
MAIL ADDRESS:
STREET 1: 125 TOWNPARK DRIVE
STREET 2: SUITE 300
CITY: KENNESAW
STATE: GA
ZIP: 30144
3
1
ownership.xml
X0206
3
2021-11-16
0
0001885461
ShoulderUP Technology Acquisition Corp.
SUAC.U
0001847834
Vandecruze Grace
C/O SHOULDERUP TECHNOLOGY ACQUISITION
CORP. 125 TOWNPARK DRIVE, SUITE 300
KENNESAW
GA
30144
0
1
0
0
Chief Financial Officer
Class B Common Stock
Class A Common Stock
9833333
I
By ShoulderUp Technology Sponsor LLC
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 as described under the heading "Description of Securities - Founder Shares and Private Placement Shares" in the issuer's registration statement on Form S-1, as amended (File No. 333-260503) (the "Registration Statement"), on a one-for-one basis, subject to adjustment for stock splits, stock capitalizations, reorganizations, recapitalizations and the like, and certain anti-dilution rights. The shares of Class B common stock have no expiration date.
The Class B common stock owned by the ShoulderUp Technology Sponsor LLC (the "Sponsor") includes up to 1,250,000 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 Registration Statement.
The Class B Common Stock is held directly by the Sponsor. Grace Vandecruze is a member of the Sponsor, which entitles her to participate in any economic return of the Sponsor in accordance with terms of the Sponsor's operating agreement. Accordingly, Ms. Vandecruze has an indirect ownership interest in the shares of Class B Common Stock held by the Sponsor, subject to the interests of the other members. Ms. Vandecruze does not have voting or dispositive control over the shares of Class B Common Stock held by the Sponsor and disclaims beneficial ownership in the shares of Class B Common Stock except to the extent of her pecuniary interest therein.
By: /s/ Grace Vandecruze
2021-11-23