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*
(Street)
| 2. Date of Event Requiring Statement (Month/Day/Year) 07/15/2021 | 3. Issuer Name and Ticker or Trading Symbol Bilander Acquisition Corp. [ TWCB ] | |||||||||||||
| 4. Relationship of Reporting Person(s) to Issuer (Check all applicable)
| 5. If Amendment, Date of Original Filed (Month/Day/Year) | ||||||||||||||
6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Beneficially Owned | |||
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| 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) | |||||||
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| 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 common stock | (1) | (1) | Class A common stock | 4,916,665 | (1) | I(2) | By Bilander Holdings, LLC(2) |
| Explanation of Responses: |
| 1. As described in the issuer's registration statement on Form S-1 (File No. 333-253419) under the heading "Principal Stockholders", the Class B common stock will automatically convert into shares of Class A common stock in three tranches after the issuer's initial business combination on a one-for-one basis, subject to adjustment pursuant to certain anti-dilution rights. Shares of Class B common stock that are issued and outstanding on the ten year anniversary of issuer's initial business combination will be automatically forfeited for no consideration. |
| 2. Bilander Holdings, LLC, a Delaware limited liability company is the sponsor of the issuer ("Sponsor"). Shipyard Advisors, L.P. ("Shipyard") is the managing member of Sponsor and Bilander Aggregator, LLC. Shipyard Advisors GP, LLC is the general partner of Shipyard. As a managing member of Shipyard Advisors GP, LLC, James H. Greene, together with Adam H. Clammer, may be deemed to have or share beneficial ownership of the Class B common stock held directly by Sponsor. Mr. Greene 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/ Rufina Adams, as Attorney-in-Fact for James H. Greene Jr. | 07/15/2021 | |
| ** 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. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||