Sec Form 4 Filing - GERSON RICK MATTHEW @ Frontier Acquisition Corp. - 2023-03-16

Insider filing report for Changes in Beneficial Ownership
"Insiders might sell their shares for any number of reasons, but they buy them for only one: they think the price will rise"
- Peter Lynch
What is insider trading>>
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Expires: November 30, 2011
Estimated average burden hours per response... 0.5
1. Name and Address of Reporting Person
GERSON RICK MATTHEW
2. Issuer Name and Ticker or Trading Symbol
Frontier Acquisition Corp. [ FRONU]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director X __ 10% Owner
_____ Officer (give title below) X __ Other (specify below)
See Remarks
(Last) (First) (Middle)
C/O FRONTIER ACQUISITION CORP., 667 MADISON AVENUE, 19TH FLOOR
3. Date of Earliest Transaction (MM/DD/YY)
03/16/2023
(Street)
NEW YORK, NY10065
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
_____ Form filed by One Reporting Person
__ X __ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 ordinary shares 03/16/2023 D( 1 ) 660,000 D $ 0 ( 1 ) 0 D
Class A ordinary shares 03/16/2023 D( 2 ) 2,400,000 D $ 10.2 0 I ( 2 ) By Alpha Wave Ventures, LP
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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(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 of Derivative Security: 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 ( 3 ) 03/16/2023 D( 3 ) 120,000 ( 3 ) ( 3 ) ( 3 ) Class A ordinary shares 120,000 $ 0 ( 3 ) 0 D ( 3 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
GERSON RICK MATTHEW
C/O FRONTIER ACQUISITION CORP.
667 MADISON AVENUE, 19TH FLOOR
NEW YORK, NY10065
X X See Remarks
Alpha Wave Global, LP
C/O FRONTIER ACQUISITION CORP.
667 MADISON AVENUE, 19TH FLOOR
NEW YORK, NY10065
X X See Remarks
Frontier Acquisition Sponsor LLC
C/O FRONTIER ACQUISITION CORP.
667 MADISON AVENUE, 19TH FLOOR
NEW YORK, NY10065
X X See Remarks
CHRISTODORO JONATHAN
C/O FRONTIER ACQUISITION CORP.
667 MADISON AVENUE, 19TH FLOOR
NEW YORK, NY10065
X X See Remarks
Attia Peter
C/O FRONTIER ACQUISITION CORP.
667 MADISON AVENUE, 19TH FLOOR
NEW YORK, NY10065
X X See Remarks
Sinclair David
C/O FRONTIER ACQUISITION CORP.
667 MADISON AVENUE, 19TH FLOOR
NEW YORK, NY10065
X X See Remarks
Signatures
Rick Gerson: By: /s/ Scott Carpenter, Attorney-in-Fact 03/20/2023
Signature of Reporting Person Date
Alpha Wave Global, LP: By: Scott Carpenter, its Authorized Signatory /s/ Scott Carpenter 03/20/2023
Signature of Reporting Person Date
Frontier Acquisition Sponsor LLC By: Scott Carpenter, its Chief Operating Officer /s/ Scott Carpenter 03/20/2023
Signature of Reporting Person Date
Jonathan Christodoro: /s/ Jonathan Christodoro 03/20/2023
Signature of Reporting Person Date
Peter Attia: By: /s/ Scott Carpenter, Attorney-in-Fact 03/20/2023
Signature of Reporting Person Date
David Sinclair: By: /s/ Scott Carpenter, Attorney-in-Fact 03/20/2023
Signature of Reporting Person Date
Explanation of Responses:
( 1 )In connection with the liquidation and dissolution of the Issuer, Frontier Acquisition Sponsor LLC ("Sponsor") surrendered to the Issuer, for no consideration, 660,000 of the Issuer's Private Placement Units (which include the reported Class A ordinary shares) directly held by Sponsor. Sponsor is controlled by Rick Gerson.
( 2 )The reported securities were redeemed by the Issuer pursuant to a redemption of all Class A ordinary shares in connection with the Issuer's liquidation. The reported securities were directly held by Alpha Wave Ventures, LP, an investment entity managed by Alpha Wave Global, LP ("Alpha Wave"). Rick Gerson is the Chairman and Chief Investment Officer of Alpha Wave.
( 3 )As described in the Issuer's registration statement on Form S-1 (File No. 333-253264) under the heading "Description of Securities--Founder Shares", the Class B ordinary shares would have automatically converted into Class A ordinary shares of the Issuer at the time of the Issuer's initial business combination, or earlier at the option of the holder, on a one-for-one basis, subject to adjustment for share splits, share capitalizations, reorganizations, recapitalizations and the like, and certain anti-dilution rights and have no expiration date. In connection with the liquidation and dissolution of the Issuer, each of Jonathan Christodoro, Peter Attia, and David A. Sinclair surrendered to the Issuer, for no consideration, 40,000 Class B ordinary shares directly held by such reporting persons.

Remarks:
After giving effect to the Issuer's delisting and deregistration, the Reporting Persons will no longer be subject to Section 16 reporting obligations.

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.