ConnectM Technology Solutions (CNTM) Form 4 ConnectM Technology Solutions / Kathleen C Cuocolo 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^*

Cuocolo Kathleen C

(Last) (First) (Middle)

C/O CONNECTM TECHNOLOGY SOLUTIONS, INC.

2 MOUNT ROYAL AVE., SUITE 550

(Street)

MARLBOROUGH MA 01752

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
ConnectM Technology Solutions, Inc. [ CNTM ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
07/12/2024

4. 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 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
Class A Common Stock	07/12/2024		C(1)		25,000	A	(1)	25,000	D
Class A Common Stock	07/12/2024		J(2)		25,000	D	(2)	0	D
Common Stock	07/12/2024		J(2)		25,000	A	(2)	25,000	D

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
Class B Common Stock	(1)	07/12/2024		C(1)			25,000	(1)	(1)	Class A Common Stock	25,000	(1)	0	D

Explanation of Responses:

1. Upon consummation of the transactions contemplated by the Agreement and Plan of Merger, dated as of December 31, 2022 and as it may be amended from time to time, by and among Monterey Capital Acquisition Corporation (now known as ConnectM Technology Solutions, Inc. and referred to herein as the "Issuer"), ConnectM Operations, Inc. (formerly known as ConnectM Technology Solutions, Inc.), and Chronos Merger Sub, Inc., a wholly-owned subsidiary of the Issuer (such transactions, the "Business Combination"), shares of the Issuer's Class B common stock held by the Reporting Person automatically converted into shares of the Issuer's Class A common stock on a one-for-one basis and without any additional consideration. The Class B common stock had no expiration date and no exercise price.

2. Pursuant to the Issuer's Second Amended and Restated Certificate of Incorporation, filed in connection with the consummation of the Business Combination, the Issuer completed a reclassification whereby each share of the Issuer's Class A common stock was reclassified on a one-for-one basis, and without any additional consideration, into a share of the Issuer's common stock, par value $0.0001 per share.

Remarks:

Exhibit List: Exhibit 24 - Power of Attorney

	/s/ Bhaskar Panigrahi, Attorney-in-Fact	07/16/2024
	** 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).
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