2829908 Delaware Form 4 Li-Cycle / Ajay Kochhar ownership change

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Kochhar Ajay

(Last) (First) (Middle)

C/O LI-CYCLE HOLDINGS CORP

207 QUEENS QUAY WEST, SUITE 590

(Street)

TORONTO A6 M5J 1A7

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Li-Cycle Holdings Corp. [ LICY ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
08/13/2024

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

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

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Shares	08/13/2024		S		2,375(1)	A	$2.5	165,782(2)(3)	D
Common Shares								3,107,826(3)	I	See Footnote(4)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

1. Name and Address of Reporting Person^*

Kochhar Ajay

(Last) (First) (Middle)

C/O LI-CYCLE HOLDINGS CORP

207 QUEENS QUAY WEST, SUITE 590

(Street)

TORONTO A6 M5J 1A7

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

2829908 Delaware LLC

(Last) (First) (Middle)

2351 ROYAL WINDSOR DR UNIT 10

(Street)

MISSISSAUGA A6 L5J 4S7

(City) (State) (Zip)

Explanation of Responses:

1. The transaction reported reflects automatic sell to cover transactions that do not represent a discretionary trade by the Reporting Person in order to pay the tax liability arising from the vesting and settlement of restricted stock units ("RSUs").

2. Includes 14,590 RSUs vesting between February 2, 2024 and January 27, 2026. Each restricted stock unit represents a right to receive one share of the Issuer's common shares.

3. On June 3, 2024, Li-Cycle Holdings Corp. effected a share consolidation of its common shares (the "Share Consolidation") at a consolidation ratio of one post-consolidation share for every eight pre-consolidation shares. The number of securities reported on this Form 4 have been adjusted to reflect the Share Consolidation.

4. Held by 2829908 Delaware LLC, a Delaware limited liability company. Mr. Kochhar has the sole power to control the voting and disposition of the common shares held by 2829908 Delaware LLC by oral agreement. Mr. Kochhar is a director and officer of the Issuer.

	Ajay Kochhar, /s/ Ajay Kochhar	08/15/2024
	2829908 Delaware LLC, By: /s/ Ajay Kochhar, Authorized Signatory	08/15/2024
	** Signature of Reporting Person	Date
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