Sec Form 4 Filing - MOUNGER WILLIAM M II @ Tristar Acquisition I Corp. - 2021-11-17

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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
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1. Name and Address of Reporting Person
MOUNGER WILLIAM M II
2. Issuer Name and Ticker or Trading Symbol
Tristar Acquisition I Corp. [ TRIS]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Chief Executive Officer
(Last) (First) (Middle)
C/O TRISTAR ACQUISITION I CORP., 2870 PEACHTREE RD NW, SUITE 509
3. Date of Earliest Transaction (MM/DD/YY)
11/17/2021
(Street)
ATLANTA, 2Q30305
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ 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
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 $ 0 11/17/2021 J( 1 ) 100,000 ( 2 ) ( 2 ) Class A ordinary shares( 2 ) 100,000 $ 11.5 5,650,000 I( 3 ) By Tristar Holdings I, LLC
Class B ordinary shares $ 0 11/18/2021 J( 1 ) 25,000 ( 2 ) ( 2 ) Class A ordinary shares( 2 ) 25,000 $ 11.5 5,625,000 I( 3 ) By Tristar Holdings I, LLC
Class B ordinary shares $ 0 11/19/2021 J( 1 ) 25,000 ( 2 ) ( 2 ) Class A ordinary shares( 2 ) 25,000 $ 11.5 5,600,000 I( 3 ) By Tristar Holdings I, LLC
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
MOUNGER WILLIAM M II
C/O TRISTAR ACQUISITION I CORP.
2870 PEACHTREE RD NW, SUITE 509
ATLANTA, 2Q30305
X Chief Executive Officer
Signatures
By William M. Mounger 11/19/2021
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Transfers of Class B ordinary shares by Tristar Holdings I LLC ("Sponsor") to members of the management team of the Issuer as described in the Issuer's prospectus on Form S-1 filed on October 14, 2021 (the "Prospectus").
( 2 )These Class B ordinary shares will automatically convert into Class A ordinary shares on a one-for-one basis for no additional consideration concurrently with or immediately following the consummation of the initial business combination by the Issuer, on a one-for-one basis, subject to the adjustments described in the Issuer's Prospectus. The Class B ordinary shares have no expiration date.
( 3 )Sponsor is the record holder of the shares reported herein. William M. Mounger has an ownership interest in an entity which is the managing member of Sponsor and holds voting and dispositive power over the shares held by Sponsor. Mr. Mounger disclaims beneficial ownership of these shares except to the extent of its or their respective pecuniary interest therein.

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* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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