Sec Form 3 Filing - BGPT Trebia LP @ Trebia Acquisition Corp. - 2020-06-16

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 3
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
BGPT Trebia LP
2. Issuer Name and Ticker or Trading Symbol
Trebia Acquisition Corp. [ TREB]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director X __ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
C/O TREBIA ACQUISITION CORP.,, 41 MADISON AVENUE, SUITE 2020
3. Date of Earliest Transaction (MM/DD/YY)
06/16/2020
(Street)
NEW YORK, NY10010
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
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, par value $0.0001 ( 2 ) ( 2 ) ( 2 ) Class A Ordinary Shares, par value $0.0001 5,466,563 D ( 1 ) ( 2 ) ( 3 ) ( 4 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
BGPT Trebia LP
C/O TREBIA ACQUISITION CORP.,
41 MADISON AVENUE, SUITE 2020
NEW YORK, NY10010
X X
Bridgeport Partners GP LLC
C/O TREBIA ACQUISITION CORP.,
41 MADISON AVENUE, SUITE 2020
NEW YORK, NY10010
X X
MARTIRE FRANK R
C/O TREBIA ACQUISITION CORP.,
41 MADISON AVENUE, SUITE 2020
NEW YORK, NY10010
X X
Martire Frank III
C/O TREBIA ACQUISITION CORP.,
41 MADISON AVENUE, SUITE 2020
NEW YORK, NY10010
X X
Signatures
/s/ Tanmay Kumar, Attorney-in-Fact for BGPT Trebia LP 06/16/2020
Signature of Reporting Person Date
/s/ Tanmay Kumar, Attorney-in-Fact for Bridgeport Partners GP LLC 06/16/2020
Signature of Reporting Person Date
/s/ Tanmay Kumar, Attorney-in-Fact for Frank R. Martire, Jr. 06/16/2020
Signature of Reporting Person Date
/s/ Tanmay Kumar, Attorney-in-Fact for Frank Martire, III 06/16/2020
Signature of Reporting Person Date
Explanation of Responses:
( 1 )This form is being filed by the following reporting persons: BGPT Trebia LP (the "Sponsor"), Bridgeport Partners GP LLC ("Bridgeport Partners GP"), Frank R. Martire, Jr. and Frank Martire, III (and together with the Sponsor, Bridgeport Partners GP and Frank R. Martire Jr., the "Reporting Persons"). Because of the relationships among the Reporting Persons, the Reporting Persons may be deemed to beneficially own the securities reported herein to the extent of their respective pecuniary interests. Each Reporting Person disclaims beneficial ownership of the securities reported herein, except to the extent of such Reporting Person's pecuniary interest therein, if any.
( 2 )The Sponsor owns 5,466,563 Class B ordinary shares, par value $0.0001 per share (the "Class B Ordinary Shares"), of Trebia Acquisition Corp. (the "Issuer"), including 717,188 Class B Ordinary Shares that are subject to forfeiture if the underwriters of the Issuer's initial public offering do not exercise in full an option granted to it to cover over-allotments. Such Class B Ordinary Shares have no expiration date and are convertible into Class A ordinary shares, par value $0.0001 per share, of the Issuer, as described under the heading "Description of Securities-Founder Shares" in the Issuer's registration statement on Form S-1 (File No. 333-238824).
( 3 )The sole general partner of the Sponsor is Bridgeport Partners GP. Each of Frank R. Martire, Jr. and Frank Martire, III is a managing member of Bridgeport Partners GP.
( 4 )Pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), this filing shall not be deemed an admission that the Reporting Persons are, for purposes of Section 16 of the Exchange Act or otherwise, the beneficial owners of any equity securities in excess of their respective pecuniary interests.

Remarks:
Exhibit 24.1 Power of Attorney Exhibit 99.1 Joint Filer Information

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.