Sec Form 4 Filing - AKKARAJU SRINIVAS @ Jiya Acquisition Corp. - 2021-09-23

Insider filing report for Changes in Beneficial Ownership
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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
AKKARAJU SRINIVAS
2. Issuer Name and Ticker or Trading Symbol
Jiya Acquisition Corp. [ JYAC]
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)
628 MIDDLEFIELD ROAD
3. Date of Earliest Transaction (MM/DD/YY)
09/23/2021
(Street)
PALO ALTO, CA94301
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 Common Stock ( 1 ) ( 1 ) 09/23/2021 J( 2 ) 30,000 ( 2 ) ( 1 ) ( 1 ) Class A Common Stock 30,000 ( 1 ) ( 2 ) 2,437,447 ( 1 ) ( 3 ) I See Footnotes ( 3 ) ( 4 )
Class B Common Stock ( 1 ) ( 1 ) 09/23/2021 J( 5 ) 30,000 ( 5 ) ( 1 ) ( 1 ) Class A Common Stock 30,000 ( 1 ) ( 5 ) 2,407,447 ( 1 ) ( 3 ) I See Footnotes ( 3 ) ( 4 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
AKKARAJU SRINIVAS
628 MIDDLEFIELD ROAD
PALO ALTO, CA94301
X X
Jiya Holding Co LLC
628 MIDDLEFIELD ROAD
PALO ALTO, CA94301
X X
Signatures
By: /s/ Srinivas Akkaraju, By: Richard Van Doren, attorney-in-fact 09/27/2021
Signature of Reporting Person Date
By: /s/ Jiya Holding Company LLC, By: Samsara BioCapital, L.P., its sole member, By: Samsara BioCapital GP, LLC, its General Partner, By: Richard Van Doren, its Chief Financial Officer 09/27/2021
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The shares of Class B Common Stock of the Issuer ("Class B Shares") will automatically convert into shares of Class A Common Stock of the Issuer ("Class A Shares") on a one-for-one basis (subject to certain adjustments for stock splits, stock dividends, reorganizations, recapitalizations and similar transactions) concurrently with or immediately following the consummation of the Issuer's initial business combination, as described in the section entitled "Description of Securities" in the Issuer's Registration Statement on Form S-1 (File No. 333-249808) filed with the Securities and Exchange Commission on November 16, 2020. The Class B Shares have no expiration date.
( 2 )Reflects the forfeiture of Class B Shares held by a director of the Board of Directors of the Issuer ("Issuer Board") upon such director's resignation from the Issuer Board. As a result, these Class B Shares were automatically returned to Jiya Holding Company LLC ("Jiya Holdco") for no consideration ($0).
( 3 )Reflects the Class B Shares held by Jiya Holdco. This amount does not reflect the 30,000 Class B shares directly held by Dr. Srinivas Akkaraju M.D., Ph.D.
( 4 )Jiya HoldCo is wholly owned by Samsara BioCapital, L.P. ("Samsara LP"). Dr. Akkaraju has voting and dispositive control over the reported securities held by Jiya Holdco via Dr. Akkaraju's control of Samsara LP's general partner, Samsara BioCapital GP, LLC. Each of the Reporting Persons disclaims beneficial ownership of the reported securities except to the extent of his or its pecuniary interest therein.
( 5 )Reflects the transfer of 30,000 Class B Shares from Jiya Holdco for no consideration ($0) to a director appointed to the Issuer Board in respect of their service on the Issuer Board. These Class B Shares are subject to forfeiture if the director is removed from office as a director or voluntarily resigns from their position as a member of the Issuer Board at any time before the consummation of the Issuer's initial business combination. Upon any such forfeiture, the Class B Shares will be automatically returned to Jiya Holdco for no consideration ($0).

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