Sec Form 4 Filing - Juggernaut Sponsor LLC @ Jaws Juggernaut Acquisition Corp - 2023-06-23

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 Juggernaut Sponsor LLC 2. Issuer Name and Ticker or Trading Symbol Jaws Juggernaut Acquisition Corp [ JUGG] 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 JAWS JUGGERNAUT ACQUISITION CORP., 1601 WASHINGTON AVENUE, SUITE 800 3. Date of Earliest Transaction (MM/DD/YY) 06/23/2023 (Street) MIAMI BEACH, FL33139 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 ordinary shares ( 1 ) 06/23/2023 D 6,899,999 ( 1 ) ( 1 ) Class A Ordinary Shares 6,899,999 $ 0 ( 1 ) 1 D ( 2 ) ( 3 ) ( 4 )

Reporting Owners Reporting O wner Name / Address Relationships Director 10% Owner Officer Other Juggernaut Sponsor LLC C/O JAWS JUGGERNAUT ACQUISITION CORP. 1601 WASHINGTON AVENUE, SUITE 800 MIAMI BEACH, FL33139 X Jaws Equity Owner 148, LLC C/O JAWS JUGGERNAUT ACQUISITION CORP. 1601 WASHINGTON AVENUE, SUITE 800 MIAMI BEACH, FL33139 X PDM Juggernaut Investor LLC C/O JAWS JUGGERNAUT ACQUISITION CORP. 1601 WASHINGTON AVENUE, SUITE 800 MIAMI BEACH, FL33139 X STERNLICHT BARRY S C/O JAWS JUGGERNAUT ACQUISITION CORP. 1601 WASHINGTON AVENUE, SUITE 800 MIAMI BEACH, FL33139 X X JACOBS PAUL E C/O JAWS JUGGERNAUT ACQUISITION CORP. 1601 WASHINGTON AVENUE, SUITE 800 MIAMI BEACH, FL33139 X X ABERLE DEREK K C/O JAWS JUGGERNAUT ACQUISITION CORP. 1601 WASHINGTON AVENUE, SUITE 800 MIAMI BEACH, FL33139 X Signatures Juggernaut Sponsor LLC By: /s/ Michael Racich, as Attorney-in-Fact 06/26/2023 Signature of Reporting Person Date Jaws Equity Owner 148, L.L.C. By: /s/ Michael Racich, Manager 06/26/2023 Signature of Reporting Person Date PDM Juggernaut Investor, LLC By: /s/ Derek K. Aberle, Manager 06/26/2023 Signature of Reporting Person Date Barry S. Sternlicht: By /s/ Michael Racich, as Attorney-in-Fact 06/26/2023 Signature of Reporting Person Date Paul E. Jacobs Ph.D: By: /s/ Michael Racich, as Attorney-in-Fact 06/26/2023 Signature of Reporting Person Date /s/ Derek K. Aberle 06/26/2023 Signature of Reporting Person Date

Explanation of Responses:

( 1 )As described in the JAWS Juggernaut Acquistion Corporation's (the "Issuer") registration statement on Form S-1 (File No. 333-253076) under the heading "Description of Securities--Founder Shares," the Class B ordinary shares, par value $0.0001 per share (the "Class B ordinary shares"), would have automatically converted into Class A ordinary shares, par value $0.0001 per share (the "Class A ordinary shares"), of the Issuer 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 adjustment for share splits, share capitalizations, reorganizations, recapitalizations and the like, and certain anti-dilution rights and have no expiration date. In connection with the liquidation and dissolution of the Issuer, the reporting persons surrendered to the Issuer, for no consideration 6,899,999 Class B ordinary shares. ( 2 )This form is being filed by the following Reporting Persons: Juggernaut Sponsor LLC ("Juggernaut Sponsor"), Jaws Equity Owner 148, L.L.C. ("Jaws Equity Owner"), PDM Juggernaut Investor, LLC ("PDM Investor"), Barry S. Sternlicht, Paul E. Jacobs, Ph.D. and Derek K. Aberle. ( 3 )Juggernaut Sponsor is jointly controlled by PDM Investor and Jaws Equity Owner, which share voting and investment discretion with respect to the securities held by Juggernaut Sponsor. PDM Investor is jointly controlled by Paul E. Jacobs, Ph.D. and Derek K. Aberle. Jaws Equity Owner is controlled by Barry S. Sternlicht. Accordingly, each of Dr. Jacobs and Mr. Sternlicht (who also serve on the issuer's board of directors) and Mr. Aberle may be deemed to share dispositive power over the securities held by Juggernaut Sponsor. Because of the relationship among the Reporting Persons, the Reporting Persons may be deemed to beneficially own the securities reported herein to the extent of their respective pecuniary interests. Each Reporting Person disclaims beneficial ownership of any securities reported herein except to the extent of such entity's or such person's pecuniary interest therein. ( 4 )Pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), this filing shall not be deemed an admission that the Reporting Persons are, for purposes of Section 16 of the Exchange Act or otherwise, the beneficial owners of any equity securities in excess of their respective pecuniary interests.

Remarks: After giving effect to the Issuer's delisting and deregistration, the Reporting Persons will no longer be subject to Section 16 reporting obligations.

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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