Sec Form 4 Filing - SUBIN NEIL S @ Spartacus Acquisition Corp - 2021-10-26

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 SUBIN NEIL S 2. Issuer Name and Ticker or Trading Symbol Spartacus Acquisition Corp [ TMTS] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director X __ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) 6470 E JOHNS CROSSING,, SUITE 490 3. Date of Earliest Transaction (MM/DD/YY) 10/26/2021 (Street) DULUTH,, GA30097 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 Class A Common Stock 10/28/2021 P 1,105,000 A $ 10 1,605,000 ( 9 ) I See Footnote ( 1 )

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 Warrants $ 11.5 10/26/2021 J( 2 ) 8,104,244 ( 3 ) ( 4 ) Class A Comon Stock 8,104,244 ( 2 ) 0 I See Footnote ( 7 ) Warrants $ 11.5 10/26/2021 J( 2 ) 3,890,085 ( 3 ) ( 4 ) Class A Comon Stock 3,890,085 ( 2 ) 4,140,085 ( 8 ) I See Footnote ( 1 ) Class B Common Stock ( 5 ) 10/26/2021 J( 6 ) 754,502 ( 5 ) ( 5 ) Class A Comon Stock 754,502 ( 6 ) 4,245,498 ( 7 ) I See Footnote ( 7 ) Class B Common Stock ( 5 ) 10/27/2021 J( 6 ) 100,000 ( 5 ) ( 5 ) Class A Comon Stock 100,000 ( 6 ) 4,145,498 ( 7 ) I See Footnote ( 7 )

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other SUBIN NEIL S 6470 E JOHNS CROSSING, SUITE 490 DULUTH,, GA30097 X Signatures /s/ Neil Subin, as sole member of MILFAM CI Management LLC, the manager of MILFAM CI LLC Spartacus, a managing member of Spartacus Sponsor LLC, Authorized Signatory 10/28/2021 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Held by MILFAM Investments LLC. Mr. Subin is the President and Manager of MILFAM LLC, which serves as manager of Milfam Investments LLC. ( 2 )Represents a transfer of warrants to the reporting person as a member of Spartacus Sponsor LLC ("Sponsor") in exchange for a cancellation of the reporting person's corresponding interest in Sponsor. ( 3 )The warrants will become exercisable at the later of 30 days after the consummation of the issuer's initial business combination or 12 months from the completion of the issuer's initial public offering. ( 4 )The warrants will expire five years after the consummation of the issuer's initial business combination or earlier upon redemption of all of the issuer's outstanding Class A common shares or the issuer's liquidation. ( 5 )As described in the issuer's registration statement on Form S-1 (File No. 333-249100) under the heading "Description of Securities--Founder Shares," the shares of Class B common stock, par value $0.0001 per share, will automatically be converted into shares of Class A common stock, par value $0.0001 per share, at the time of the issuer's initial business combination, on a one-for-one basis, subject to certain adjustments described therein and have no expiration date. ( 6 )Represents a transfer of Class B common stock to the reporting person as a member of Sponsor in exchange for a cancellation of the reporting person's corresponding interest in Sponsor. ( 7 )MILFAM CI LLC SPARTACUS and CCUR Holdings, Inc. are the managing members of the Sponsor and have voting and investment discretion with respect to the securities held by the Sponsor. As such, each of MILFAM CI LLC SPARTACUS and CCUR Holdings, Inc. may be deemed to share beneficial ownership of the shares held directly by the Sponsor. As such, each of MILFAM CI LLC SPARTACUS and CCUR Holdings, Inc. have voting and investment discretion with respect to the shares held of record by the Sponsor and may be deemed to share beneficial ownership of the shares held by the Sponsor. MILFAM CI LLC SPARTACUS and CCUR Holdings, Inc. MILFAM CI LLC SPARTACUS is controlled by MILFAM CI Management LLC, which is owned and controlled by Neil Subin. CCUR Holdings, Inc. is controlled by its board of directors. Mr. Subin disclaims any beneficial ownership of the reported shares other than to the extent of any pecuniary interest he may have therein, directly or indirectly. ( 8 )Includes 250,000 warrants are underlying units (each unit consisting of one share of Class A common stock and one-half of one warrant, each whole warrant exercisable to purchase one share of Class A common stock at a price of $11.50). ( 9 )Includes 500,000 shares of Class A common stock are underlying units (each unit consisting of one share of Class A common stock and one-half of one warrant, each whole warrant exercisable to purchase one share of Class A common stock at a price of $11.50).

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).

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