Sec Form 3/A Filing - Jackson Richard Lee @ Jackson Acquisition Co - 2021-12-08

Insider filing report for Changes in Beneficial Ownership
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FORM 3/A
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
Jackson Richard Lee
2. Issuer Name and Ticker or Trading Symbol
Jackson Acquisition Co [ RJAC]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director X __ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
President and CEO
(Last) (First) (Middle)
C/O JACKSON ACQUISITION COMPANY, 2655 NORTHWINDS PARKWAY
3. Date of Earliest Transaction (MM/DD/YY)
12/08/2021
(Street)
ALPHARETTA, GA30009
4. If Amendment, Date Original Filed (MM/DD/YY)
12/08/2021
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 5,635,000( 1 ) I See Footnote( 2 )
Class B Common Stock ( 1 ) ( 1 ) ( 1 ) Class A Common Stock 5,635,000( 1 ) D( 2 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Jackson Richard Lee
C/O JACKSON ACQUISITION COMPANY
2655 NORTHWINDS PARKWAY
ALPHARETTA, GA30009
X X President and CEO
RJ Healthcare SPAC, LLC
C/O JACKSON ACQUISITION COMPANY
2655 NORTHWINDS PARKWAY
ALPHARETTA, GA30009
X
Signatures
/s/ Richard L. Jackson 12/28/2021
Signature of Reporting Person Date
/s/ Richard L. Jackson, as attorney-in fact for RJ Healthcare SPAC, LLC 12/28/2021
Signature of Reporting Person Date
Explanation of Responses:
( 1 )As described in the issuer's registration statement on Form S-1 (File No. 333-254727) under the heading "Description of Securities - Founder 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 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 adjustment, and have no expiration date. Includes 750,000 shares of Class B common stock that are subject to forfeiture if the underwriter of the issuer's initial public offering does not exercise in full its option to purchase additional units.
( 2 )The shares are owned directly by RJ Healthcare SPAC, LLC (the "Sponsor"). Mr. Jackson has an interest in shares of Class B common stock through his membership interest in the Sponsor. The Sponsor is managed by a board of managers consisting of entities controlled by Richard L. Jackson, President and Chief Executive Officer and director of the issuer, and John Ellis Bush, chairman of the board of directors of the issuer. Mr. Jackson is the controlling member of the Sponsor and exercises voting and dispositive control over the securities held by the Sponsor. Mr. Jackson disclaims any beneficial ownership of the reported shares other than to the extent of any pecuniary interest he may have therein, directly or indirectly.

Remarks:
This Form 3 is being amended and restated solely for the purpose of adding the EDGAR codes for RJ Healthcare SPAC, LLC.Exhibit 24.1 - Power of AttorneyExhibit 24.2 - Power of Attorney

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