Levere (LVRA) Form 3 Levere / Waisman-Diamond Martin Varsavsky 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^*

Varsavsky Waisman-Diamond Martin

(Last) (First) (Middle)

C/O LEVERE HOLDINGS CORP., PO BOX 1093,

BOUNDARY HALL, CRICKET SQUARE

(Street)

GRAND CAYMAN E9 KY1-1102

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
03/18/2021

3. Issuer Name and Ticker or Trading Symbol
Levere Holdings Corp. [ LVRA ]

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

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

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)(2)	(1)(2)	Class A ordinary shares	250,000	(1)(2)	I	By Jazzya Investments SL(3)
Class B ordinary shares	(1)(2)	(1)(2)	Class A ordinary shares	6,413,571	(1)(2)	I	By Goggo Network GmbH(4)

Explanation of Responses:

1. As described in the Issuer's registration statement on Form S-1 (File No. 333-253105) under the heading "Description of Securities--Founder Shares," the Class B ordinary shares will convert into Class A ordinary shares (which such Class A ordinary shares delivered upon conversion will not have any redemption rights or be entitled to liquidating distributions from the trust account if the Issuer fails to consummate an initial business combination) prior to, at the time of or after the Issuer's initial business combination, or earlier at the option of the holder thereof at a ratio such that the number of Class A ordinary shares issuable upon conversion of all Class B ordinary shares will equal, in the aggregate,

2. (Continued from Footnote 1) on an as-converted basis, 20% of the sum of (i) the total number of Class A ordinary shares issued and outstanding upon completion of the Issuer's public offering, plus (ii) the total number of Class A ordinary shares issued or deemed issued or issuable upon conversion or exercise of any equity-linked securities or rights issued or deemed issued by the Issuer in connection with or in relation to the consummation of the initial business combination, excluding any Class A ordinary shares or equity-linked securities exercisable for or convertible into Class A ordinary shares issued, deemed issued, or to be issued, to any seller in the initial business combination and any private placement warrants issued to the Issuer's sponsor, its affiliates or any member of the Issuer's management team upon conversion of working capital loans. In no event will the Class B ordinary shares convert into Class A ordinary shares at a rate of less than one-to-one.

3. The reporting person is the controlling shareholder of Jazzya Investments SL ("Jazzya") and disclaims beneficial ownership of the shares held by Jazzya, except to the extent of his pecuniary interest therein.

4. Goggo Network GmbH (the "Sponsor") is the record holder of the securities reported herein. Jazzya is a shareholder of the Sponsor, and the reporting person is the controlling shareholder of Jazzya. By virtue of these relationships, the reporting person may be deemed to have beneficial ownership of the securities held by the Sponsor. The reporting person disclaims beneficial ownership of the shares held by the Sponsor, except to the extent of his pecuniary interest therein.

Remarks:

Mr. Varsavksy Waisman-Diamond's title is Chairman and Chief Executive Officer.

	/s/ Martin Varsavsky Waisman-Diamond	03/18/2021
	** 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).
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