Sec Form 3 Filing - RAAC Management LLC @ Revolution Acceleration Acquisition Corp - 2020-12-07

Insider filing report for Changes in Beneficial Ownership
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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
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1. Name and Address of Reporting Person
RAAC Management LLC
2. Issuer Name and Ticker or Trading Symbol
Revolution Acceleration Acquisition Corp [ RAAC]
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 REVOLUTION ACCELERATION ACQ. CORP, 1717 RHODE ISLAND AVENUE, NW, 10TH FLOOR
3. Date of Earliest Transaction (MM/DD/YY)
12/07/2020
(Street)
WASHINGTON,, DC20036
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 ) ( 1 ) Class A common stock 3,735,333 D ( 3 )
Class C common stock ( 2 ) ( 2 ) ( 2 ) Class A common stock 5,628,000 D ( 3 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
RAAC Management LLC
C/O REVOLUTION ACCELERATION ACQ. CORP
1717 RHODE ISLAND AVENUE, NW, 10TH FLOOR
WASHINGTON,, DC20036
X X
Acceleration Capital Management, LLC
C/O REVOLUTION ACCELERATION ACQ. CORP
1717 RHODE ISLAND AVENUE, NW, 10TH FLOOR
WASHINGTON,, DC20036
X X
Revolution Special Opportunities LLC
C/O REVOLUTION ACCELERATION ACQ. CORP
1717 RHODE ISLAND AVENUE, NW, 10TH FLOOR
WASHINGTON,, DC20036
X X
DELANEY JOHN K
C/O REVOLUTION ACCELERATION ACQ. CORP
1717 RHODE ISLAND AVENUE, NW, 10TH FLOOR
WASHINGTON,, DC20036
X X Chief Executive Officer
CASE STEPHEN M
C/O REVOLUTION ACCELERATION ACQ. CORP
1717 RHODE ISLAND AVENUE, NW, 10TH FLOOR
WASHINGTON,, DC20036
X X
Signatures
RAAC Management LLC, by: /s/ John K. Delaney, Authorized Signatory 12/07/2020
Signature of Reporting Person Date
Acceleration Capital Management LLC, by: /s/ John K. Delaney, Managing Member 12/07/2020
Signature of Reporting Person Date
/s/ John K. Delaney, as attorney-in-fact for Revolution Special Opportunities LLC 12/07/2020
Signature of Reporting Person Date
/s/ John K. Delaney 12/07/2020
Signature of Reporting Person Date
/s/ John K. Delaney, as attorney-in-fact for Stephen M. Case 12/07/2020
Signature of Reporting Person Date
Explanation of Responses:
( 1 )As described in the issuer's registration statement on Form S-1 (File No. 333-250850) under the heading "Description of Securities--Founder Shares and Alignment Shares," the Class B common stock of the issuer, par value $0.0001 per share, will automatically convert into Class A common stock of the issuer, par value $0.0001 per share, 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 adjustments, and have no expiration date.
( 2 )As described in the issuer's registration statement on Form S-1 (File No. 333-250850) under the heading "Description of Securities--Founder Shares and Alignment Shares," the Class C common stock of the issuer, par value $0.0001 per share, will automatically convert into Class A common stock of the issuer, par value $0.0001 per share, at a time after the issuer's initial business combination upon meeting certain stock price performance thresholds, on a one-for-one basis, subject to certain adjustments, and have no expiration date.
( 3 )RAAC Management LLC ("Sponsor") is the record holder of the shares of Class B common stock and the shares of Class C common stock reported herein, which include 500,000 shares of Class B common stock and 750,000 shares of Class C common stock that are subject to forfeiture to the extent that the underwriter of the issuer's public offering does not exercise its over-allotment option. The members of Sponsor are Acceleration Capital Management LLC ("ACM") and Revolution Special Opportunities LLC ("RSO"). John K. Delaney is the managing member of ACM and Stephen M. Case is the managing member of RSO. The members of Sponsor elect and remove its managers. As a result of the foregoing, each of ACM, RSO, Mr. Delaney and Mr. Case may be deemed to beneficially own shares held by Sponsor. Each of ACM, RSO, Mr. Delaney and Mr. Case disclaims beneficial ownership of the shares held by Sponsor, except to the extent of such person's pecuniary interest therein.

Remarks:
Exhibit 24.1 - Power of Attorney. Each of Mr. Delaney and Mr. Case serves on the board of directors of the issuer, and Mr. Delaney also serves as its Chief Executive Officer. On the basis of the relationship between the Sponsor, Mr. Delaney, Mr. Case, ACM and RSO, each of the Sponsor, ACM and RSO may be deemed a director by deputization with respect to the issuer for the purposes of Section 16 of the Securities Exchange Act of 1934, as amended.

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