Sec Form 3 Filing - Ignyte Sponsor LLC @ Ignyte Acquisition Corp. - 2021-01-27

Insider filing report for Changes in Beneficial Ownership
"Insiders might sell their shares for any number of reasons, but they buy them for only one: they think the price will rise"
- Peter Lynch
What is insider trading>>
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
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
Ignyte Sponsor LLC
2. Issuer Name and Ticker or Trading Symbol
Ignyte Acquisition Corp. [ IGNY]
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)
C/O IGNYTE ACQUISITION CORP., 640 FIFTH AVENUE, 4TH FLOOR
3. Date of Earliest Transaction (MM/DD/YY)
01/27/2021
(Street)
NEW YORK, NY10019
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 1,437,500 ( 1 ) I By Ignyte Sponsor LLC ( 6 )
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
Redeemable Warrant ( 5 ) ( 3 ) ( 4 ) Common Stock 2,350,000 ( 2 ) I By Ignyte Sponsor LLC ( 6 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Ignyte Sponsor LLC
C/O IGNYTE ACQUISITION CORP.
640 FIFTH AVENUE, 4TH FLOOR
NEW YORK, NY10019
X
Rosenberg David I.
C/O IGNYTE ACQUISITION CORP.
640 FIFTH AVENUE, 4TH FLOOR
NEW YORK, NY10019
X X Co-Chief Executive Officer
Strupp David J.
C/O IGNYTE ACQUISITION CORP.
640 FIFTH AVENUE, 4TH FLOOR
NEW YORK, NY10019
X X Co-Chief Executive Officer
Signatures
/s/ David J. Strupp, Jr., as managing member of Ignyte Sponsor LLC 01/27/2021
Signature of Reporting Person Date
/s/ David J. Strupp, Jr. 01/27/2021
Signature of Reporting Person Date
/s/ David I. Rosenberg 01/27/2021
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Includes up to 187,500 shares of common stock of the Issuer which are subject to forfeiture to the extent the over-allotment option in the Issuer's initial public offering is not exercised in full.
( 2 )Represents 2,350,000 shares of common stock underlying warrants of the Issuer which the Reporting Person irrevocably committed to purchase. The purchase of these warrants is being made on a private placement basis and will be consummated simultaneously with the consummation of the Issuer's initial public offering. Does not include shares of common stock underlying an aggregate of 150,000 additional warrants which the reporting person irrevocably committed to purchase in the event the underwriters in the Issuer's initial public offering exercise their overallotment option in full.
( 3 )Each warrant will become exercisable 30 days after the completion of the Issuer's initial business combination.
( 4 )Each Warrant will expire five years after the completion of the Issuer's initial business combination, or earlier upon redemption.
( 5 )Each Warrant entitles the holder to purchase one share of common stock at a price of $11.50 per share.
( 6 )David I. Rosenberg and David J. Strupp, Jr. are managing members of this entity and may be deemed to be the beneficial owners of the securities held thereby. Each disclaims beneficial ownership except to the extent of his respective pecuniary interest therein.

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.