Abidali Neemuchwala Form 3 Compass Digital Acquisition / Abidali Neemuchwala ownership change

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^*

Neemuchwala Abidali

(Last) (First) (Middle)

C/O COMPASS DIGITAL ACQUISITION CORP.

3626 N HALL ST, SUITE 910

(Street)

DALLAS TX 75219

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
10/14/2021

3. Issuer Name and Ticker or Trading Symbol
Compass Digital Acquisition Corp. [ CDAQU ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	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 Shares	(1)	(1)	Class A Ordinary Shares	5,750,000(2)	(1)	I	See Footnote(3)

Explanation of Responses:

1. Each Class B Ordinary Share will automatically convert into Class A Ordinary Shares concurrently with or immediately following the consummation of the Issuer's initial business combination on a one-for-one basis.

2. Includes 750,000 Class B Ordinary Shares which are subject to forfeiture for no consideration depending on the extent to which the underwriters to the Issuer's initial public offering exercise their over-allotment option.

3. Reflects Class B Ordinary Shares held by Compass Digital SPAC LLC (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.

Remarks:

Exhibit 24 - Power of Attorney

	/s/ By: Burhan Jaffer, as Attorney-in-Fact, for Abidali Neemuchwala	10/14/2021
	** 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.
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