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*
(Street)
| 2. Issuer Name and Ticker or Trading Symbol TLGY Acquisition Corp [ TLGY ] | 5. Relationship of Reporting Person(s) to Issuer (Check all applicable)
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| 3. Date of Earliest Transaction (Month/Day/Year) 12/03/2021 | ||||||||||||||||||||||||||
| 4. 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 Acquired, Disposed of, or Beneficially Owned | ||||||||||
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| 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 | ||||||
| Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 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 | ||||||||
| Class B Ordinary Shares | (1) | 12/03/2021 | S(2) | 30,000(2) | (1) | (1) | Class A Ordinary Shares | 30,000 | (2) | 5,720,000(7) | D | ||||
| Class B Ordinary Shares | (1) | 12/03/2021 | S(3) | 30,000(3) | (1) | (1) | Class A Ordinary Shares | 30,000 | (3) | 5,690,000(7) | D | ||||
| Class B Ordinary Shares | (1) | 12/03/2021 | S(4) | 30,000(4) | (1) | (1) | Class A Ordinary Shares | 30,000 | (4) | 5,660,000(7) | D | ||||
| Class B Ordinary Shares | (1) | 12/03/2021 | S(5) | 15,000(5) | (1) | (1) | Class A Ordinary Shares | 15,000 | (5) | 5,645,000(7) | D | ||||
| Class B Ordinary Shares | (1) | 12/03/2021 | S(6) | 300,300(6) | (1) | (1) | Class A Ordinary Shares | 300,300 | (6) | 5,344,700(7) | D | ||||
| Explanation of Responses: |
| 1. As described in the registration statement on Form S-1 (File No. 333-260242) of TLGY Acquisition Corporation (the "Issuer"), as amended, under the heading Description of Securities --Founder Shares," the Class B ordinary shares, par value $0.0001 per share, of the Issuer (the "Class B Ordinary Shares") will automatically convert into Class A ordinary shares, par value $0.0001 per share, of the Issuer at the time of, or immediately following, the Issuer's initial business combination, on a one-for-one basis, subject to certain adjustments, and have no expiration date. |
| 2. On December 3, 2021, TLGY Sponsors LLC (the "Sponsor") transferred 30,000 Class B Ordinary Shares to the Issuer's independent director, Shrijay Vijayan, at an aggregate purchase price of $150, or approximately $0.005 per share. |
| 3. On December 3, 2021, the Sponsor transferred 30,000 Class B Ordinary Shares to the Issuer's independent director, Donghyun Han, at an aggregate purchase price of $150, or approximately $0.005 per share. |
| 4. On December 3, 2021, the Sponsor transferred 30,000 Class B Ordinary Shares to the Issuer's independent director, Hyunchan Cho, at an aggregate purchase price of $150, or approximately $0.005 per share. |
| 5. On December 3, 2021, the Sponsor transferred 15,000 Class B Ordinary Shares to Centaury Management Ltd., an investor in the Sponsor, at an aggregate purchase price of $75, or approximately $0.005 per share. |
| 6. On December 3, 2021, the Sponsor transferred 300,300 Class B Ordinary Shares to Mizuho Securities USA LLC, the representative of the underwriters of the Issuer's initial public offering (the "Underwriters"), at an aggregate purchase price of $1,000,000, or approximately $3.33 per share. |
| 7. The Class B Ordinary Shares beneficially owned by the Reporting Person include up to 750,000 Class B Ordinary Shares that will be surrendered by the Sponsor for no consideration depending on the extent to which the Underwriters' over-allotment option is exercised. |
| Remarks: |
| Jin-Goon Kim is the manager of TLGY Holdings LLC, which is the manager of the Sponsor. |
| /s/ Jin-Goon Kim | 12/06/2021 | |
| ** 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 4 (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. | ||