Sec Form 4 Filing - Astrea Acquisition Sponsor LLC @ Astrea Acquisition Corp. - 2022-10-14

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
Astrea Acquisition Sponsor LLC
2. Issuer Name and Ticker or Trading Symbol
Astrea Acquisition Corp. [ ASAX]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
_____ Officer (give title below) X __ Other (specify below)
Former 10% Owner
(Last) (First) (Middle)
C/O ASTREA ACQUISITION CORP., 55 OCEAN LANE DR., #3021
3. Date of Earliest Transaction (MM/DD/YY)
10/14/2022
(Street)
KEY BISCAYNE, FL33149
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
Common stock 10/14/2022 S 4,227,500 D $ 0( 1 ) 85,000 D( 2 )
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
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Astrea Acquisition Sponsor LLC
C/O ASTREA ACQUISITION CORP.
55 OCEAN LANE DR., #3021
KEY BISCAYNE, FL33149
Former 10% Owner
Gonzalez Felipe
C/O ASTREA ACQUISITION CORP.
55 OCEAN LANE DR., #3021
KEY BISCAYNE, FL33149
X Former 10% Owner
Cordova Vera Jose Luis
C/O ASTREA ACQUISITION CORP.
55 OCEAN LANE DR., #3021
KEY BISCAYNE, FL33149
X Former 10% Owner
Signatures
/s/ Felipe Gonzalez, as Managing Member of Astrea Acquisition Sponsor LLC 10/18/2022
Signature of Reporting Person Date
/s/ Felipe Gonzalez 10/18/2022
Signature of Reporting Person Date
/s/ Jose Luis Cordova 10/18/2022
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The shares were transferred for no consideration to a third party.
( 2 )The securities are owned directly by Astrea Acquisition Sponsor LLC, a former ten percent owner of the Issuer (until the transaction reported hereon, as described further below), and indirectly by its managing members, Felipe Gonzalez and Jose Luis Cordova, each of whom is a director of the Issuer. Each of Messrs. Gonzalez and Cordova disclaims beneficial ownership of the securities held by Astrea Acquisition Sponsor LLC, except to the extent of his pecuniary interest therein.

Remarks:
As of the transaction reported hereon, Astrea Acquisition Sponsor LLC is no longer a ten percent owner of the Issuer. Each of Messrs. Gonzalez and Cordova remains a director of the Issuer.

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).

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