| 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 Quanergy Systems, Inc. [ QNGY ] | 5. Relationship of Reporting Person(s) to Issuer (Check all applicable)
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| 3. Date of Earliest Transaction (Month/Day/Year) 04/04/2022 | ||||||||||||||||||||||||||
| 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 | ||||||
| Common Stock | 04/04/2022 | J(1) | 22,115 | D | $0 | 379,531 | I | See footnote.(2) | ||
| Common Stock | 04/04/2022 | J(3) | 45,757 | D | $0 | 0 | I | See footnote.(4) | ||
| Common Stock | 04/04/2022 | J(5) | 34,878 | D | $0 | 0 | I | See footnote.(6) | ||
| Common Stock | 07/28/2022 | J(7) | 64,130 | D | $0 | 47,464 | I | See footnote (2) | ||
| Common Stock | 07/28/2022 | J(8) | 26,084 | A | $0 | 111,598 | D | |||
| Common Stock | 26,631 | I | See footnote.(9) | |||||||
| 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 | ||||||||
| Explanation of Responses: |
| 1. On April 4, 2022 Transportation Technology Ventures LLC distributed, for no consideration, 22,115 shares of common stock of the Issuer to Meteora Capital Partners, LP pursuant to an agreement, dated February 8, 2022, between Meteora Capital Partners, LP, Meteora Special Opportunity Fund I, LP, Transportation Technology Ventures LLC, Transportation Ventures II L.P. Transportation Technology Ventures V L.P. and the other parties thereto. |
| 2. Shares are directly held by Transportation Technology Ventures LLC and Transportation Technology Ventures LLC is controlled by Mr. DiSanto. Accordingly, Mr. DiSanto may be deemed to be a beneficial owner of the shares held by Transportation Technology Ventures LLC. |
| 3. On April 4, 2022 Transportation Technology Ventures II L.P. distributed, for no consideration, 45,757 shares of common stock of the Issuer to Meteora Capital Partners, LP pursuant to an agreement, dated February 8, 2022, between Meteora Capital Partners, LP, Meteora Special Opportunity Fund I, LP, Transportation Technology Ventures LLC, Transportation Ventures II L.P. Transportation Technology Ventures V L.P. and the other parties thereto. |
| 4. Shares were held by Transportation Technology Ventures II, L.P. ("TTV II, L.P.") TTV II, L.P. is managed by Transportation Technology Ventures LLC and Transportation Technology Ventures LLC is controlled by Mr. DiSanto. Accordingly, Mr. DiSanto may be deemed to be a beneficial owner of the shares held by TTV V, L.P. |
| 5. On April 4, 2022 Transportation Technology Ventures V L.P. distributed, for no consideration, 34,878 shares of common stock of the Issuer to Meteora Capital Partners, LP pursuant to an agreement, dated February 8, 2022, between Meteora Capital Partners, LP, Meteora Special Opportunity Fund I, LP, Transportation Technology Ventures LLC, Transportation Ventures II L.P. Transportation Technology Ventures V L.P. and the other parties thereto. |
| 6. Shares were held by Transportation Technology Ventures V, L.P. ("TTV V, L.P.") TTV V, L.P. is managed by Transportation Technology Ventures LLC and Transportation Technology Ventures LLC is controlled by Mr. DiSanto. Accordingly, Mr. DiSanto may be deemed to be a beneficial owner of the shares held by TTV V, L.P. |
| 7. On July 28, 2022 Transportation Technology Ventures LLC distributed, for no consideration, 64,130 shares of common stock of the Issuer to the limited partners, representing such partner's pro rata interests in such shares. The aforementioned distribution was made in accordance with the exemption afforded by Rule 16a-13 and 16a-9 of the Securities Exchange Act of 1934, as amended. |
| 8. Shares received from distribution on July 28, 2022 as described in Footnote 7. |
| 9. Shares are held directly by Motus-VGO Autonomous IOT Fund, L.P. ("Motus-VGO"). Motus VGO is managed by Motus-VGO GP LLC and Motus VGO GP LLC is controlled by Mr. DiSanto. Accordingly Mr. DiSanto may be deemed to be a beneficial owner of the shares held by Motus-VGO. |
| /s/ Jerry Allison, Attorney-in-Fact | 08/01/2022 | |
| ** 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. | ||
