0000899243-23-018642.txt : 20230901 0000899243-23-018642.hdr.sgml : 20230901 20230901183009 ACCESSION NUMBER: 0000899243-23-018642 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20230831 FILED AS OF DATE: 20230901 DATE AS OF CHANGE: 20230901 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Gupta Satish CENTRAL INDEX KEY: 0001885035 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40912 FILM NUMBER: 231233644 MAIL ADDRESS: STREET 1: 3626 N HALL STREET STREET 2: #910 CITY: DALLAS STATE: TX ZIP: 75219 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Compass Digital Acquisition Corp. CENTRAL INDEX KEY: 0001851909 STANDARD INDUSTRIAL CLASSIFICATION: BLANK CHECKS [6770] IRS NUMBER: 981588328 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: C/O MAPLES CORPORATE SERVICES LIMITED STREET 2: PO BOX 309, UGLAND HOUSE CITY: GRAND CAYMAN STATE: E9 ZIP: KY1-1104 BUSINESS PHONE: (345) 949-8066 MAIL ADDRESS: STREET 1: C/O MAPLES CORPORATE SERVICES LIMITED STREET 2: PO BOX 309, UGLAND HOUSE CITY: GRAND CAYMAN STATE: E9 ZIP: KY1-1104 4 1 doc4.xml FORM 4 SUBMISSION X0508 4 2023-08-31 1 0001851909 Compass Digital Acquisition Corp. CDAQU 0001885035 Gupta Satish C/O COMPASS DIGITAL ACQUISITION CORP. 3626 N HALL ST, SUITE 910 DALLAS TX 75219 1 0 0 0 0 Class B Ordinary Shares 2023-08-31 4 J 0 3093036 D Class A Ordinary Shares 3093036 2217086 I See Footnote As described in the Issuer's Registration Statement on Form S-1 (File No. 333-259502), the Class B ordinary shares of the Issuer, par value $0.0001 ("Class B Shares") will automatically convert into Class A ordinary shares of the Issuer, par value $0.0001, concurrently with or immediately following the consummation of the Issuer's initial business combination on a one-for-one basis. On August 31, 2023, Compass Digital SPAC LLC (the "Sponsor") transferred 3,093,036 Class B Shares to HCG Opportunity, LLC ("HCG Opportunity") pursuant to a Securities Purchase Agreement, dated as of August 30, 2023, by and between the Sponsor and HCG Opportunity (the "Securities Purchase Agreement"). The Securities Purchase Agreement provides that HCG Opportunity will cause the Issuer to pay $300,000 cash consideration upon closing of the Issuer's initial business combination at the Sponsor's direction to entities that have fees payable upon the Issuer's successful initial business combination. The Reporting Person's prior reports included up to 750,000 Class B Shares held directly by the Sponsor that would be surrendered to the Issuer for no consideration by the Sponsor depending on the extent to which the underwriters of the Issuer's initial public offering exercised their over-allotment option. On November 30, 2021, the Sponsor surrendered 439,878 Class B Shares as a result of the underwriters' partial exercise of their over-allotment option. Reflects Class B Shares held by the Sponsor. The Reporting Person is one of two members of the board of managers of the Sponsor and, as such, may be deemed to beneficially own the reported shares held by the Sponsor. The Reporting Person disclaims beneficial ownership of the reported shares except to the extent of his pecuniary interest therein. By: /s/ Burhan Jaffer, as Attorney-in-Fact, for Satish Gupta 2023-09-01