Sec Form 3/A Filing - Cohn Robbins Sponsor LLC @ Cohn Robbins Holdings Corp. - 2020-09-08

FORM 3/A 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 Cohn Robbins Sponsor LLC 2. Issuer Name and Ticker or Trading Symbol Cohn Robbins Holdings Corp. [ CRHC] 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 COHN ROBBINS HOLDINGS CORP., 1000 N. WEST STREET, SUITE 1200 3. Date of Earliest Transaction (MM/DD/YY) 09/08/2020 (Street) WILMINGTON, DE19801 4. If Amendment, Date Original Filed (MM/DD/YY) 09/08/2020 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 ( 1 ) ( 1 ) ( 1 ) Class A ordinary shares 17,090,000 ( 1 ) D ( 2 )

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Cohn Robbins Sponsor LLC C/O COHN ROBBINS HOLDINGS CORP. 1000 N. WEST STREET, SUITE 1200 WILMINGTON, DE19801 X X COHN GARY D C/O COHN ROBBINS HOLDINGS CORP. 1000 N. WEST STREET, SUITE 1200 WILMINGTON, DE19801 X X ROBBINS CLIFTON S C/O COHN ROBBINS HOLDINGS CORP. 1000 N. WEST STREET, SUITE 1200 WILMINGTON, DE19801 X X Signatures Cohn Robbins Sponsor LLC, By: /s/ Clifton S. Robbins, as Authorized Signatory 10/09/2020 Signature of Reporting Person Date Gary D. Cohn, By: /s/ Gary D. Cohn 10/09/2020 Signature of Reporting Person Date Clifton S. Robbins, By: /s/ Clifton S. Robbins 10/09/2020 Signature of Reporting Person Date

Explanation of Responses:

( 1 )As described in the issuer's registration statement on Form S-1 (File No. 333-240277) under the heading "Description of Securities-Founder Shares," the Class B ordinary shares, par value $0.0001 per share, of the issuer will automatically convert into Class A ordinary shares, par value $0.0001 per share, 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 certain adjustment, and have no expiration date. Includes 2,250,000 Class B ordinary shares that are subject to forfeiture if the underwriter of the issuer's initial public offering does not exercise in full its option to purchase additional units. ( 2 )Cohn Robbins Sponsor LLC (the "Sponsor") is the record holder of the Class B ordinary shares reported herein. Each of the Sponsor, Mr. Robbins and Mr. Cohn may be deemed to be a beneficial owner of Class B ordinary shares reported herein. Each of Mr. Robbins and Mr. Cohn disclaims beneficial ownership of the Class B ordinary shares reported herein except to the extent of his respective pecuniary interest therein.

Remarks: * This amendment is being filed solely to correct a submission error in the persons listed in the original Form 3 filed on September 8, 2020, which mistakenly substituted another person for Clifton S. Robbins. There has been no change in, or transfer of, the shares previously reported in that original Form 3. Exhibit 24.1 - Powers of Attorney. Mr. Robbins serves on the board of directors of the issuer. For the purposes of Section 16 of the Securities Exchange Act of 1934, as amended, the Sponsor, CSR Holdco LLC and CSR III may each be deemed a director by deputization with respect to the issuer on the basis of the service of Mr. Robbins.

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.