Sec Form 4 Filing - Cascadia Acquisition Sponsor LLC @ Cascadia Acquisition Corp. - 2021-08-26

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
Cascadia Acquisition Sponsor LLC
2. Issuer Name and Ticker or Trading Symbol
Cascadia Acquisition Corp. [ CCAIU]
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)
1000 2ND AVENUE, SUITE 1200
3. Date of Earliest Transaction (MM/DD/YY)
08/26/2021
(Street)
SEATTLE, WA98104-1050
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ 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 ) 08/26/2021 J( 2 ) 75,000 ( 1 ) ( 1 ) Class A Common Stock 75,000 $ 0.006 4,237,500 ( 3 ) D ( 4 )
Class B Common Stock ( 1 ) 08/30/2021 J( 5 ) 937,500 ( 1 ) ( 1 ) Class A Common Stock 937,500 $ 0.006 3,300,000 ( 3 ) D ( 4 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Cascadia Acquisition Sponsor LLC
1000 2ND AVENUE, SUITE 1200
SEATTLE, WA98104-1050
X
Signatures
/s/ Jamie Boyd, Chief Executive Officer 09/09/2021
Signature of Reporting Person Date
Explanation of Responses:
( 1 )As described in the issuer's registration statement on Form S-1 (File No. 333-258515) (the "Registration Statement") under the heading "Description of Securities-Founders Shares," the shares of Class B common stock, par value $0.0001 per share, of the issuer will automatically convert into shares of Class A common stock, par value $0.0001 per share, of the issuer upon the consummation of the issuer's initial business combination on a one-for-one basis, subject to certain adjustment, and have no expiration date.
( 2 )In connection with the issuer's initial public offering and the appointment of Edgar Lee, Scott Prince and Arun Venkatadri to the issuer's board of directors, Cascadia Acquisition Sponsor LLC ("Sponsor") assigned 25,000 Class B shares to each of Edgar Lee, Scott Prince and Arun Venkatadri.
( 3 )These shares represent Class B common stock held by the Sponsor and include up to 562,500 shares of Class B common stock that are subject to forfeiture depending on the extent to which the underwriters of the issuer's initial public offering exercise their over-allotment option as described in the Registration Statement.
( 4 )The Sponsor is managed by its managers, Michael Butler, Chairman of the Board of the issuer, and Jamie Boyd, Chief Executive Officer of the issuer. Each of Mr. Butler and Mr. Boyd has voting and investment discretion with respect to the common stock held by the Sponsor. As such, each of Mr. Butler and Mr. Boyd may be deemed to share beneficial ownership of the shares of Class B common stock held by the Sponsor. Each of Mr. Butler and Mr. Boyd disclaims any beneficial ownership of any shares held by the Sponsor except to the extent of his ultimate pecuniary interest.
( 5 )In connection with the closing of the issuer's initial public offering, Cascadia Acquisition Sponsor LLC ("Sponsor") transferred an aggregate of 937,500 Class B shares to anchor investors pursuant to investment agreements by and among the issuer, the Sponsor and each anchor investor as described in the Registration Statement under the heading "Summary - The Offering - Expression of Interest."

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