Sec Form 3 Filing - Signal Hill Acquisition Sponsor LLC @ Signal Hill Acquisition Corp. - 2022-02-11

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 Signal Hill Acquisition Sponsor LLC 2. Issuer Name and Ticker or Trading Symbol Signal Hill Acquisition Corp. [ SGHL] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director X __ 10% Owner _____ Officer (give title below) X __ Other (specify below) See Remarks (Last) (First) (Middle) 2810 N. CHURCH STREET, SUITE 94644 3. Date of Earliest Transaction (MM/DD/YY) 02/11/2022 (Street) WILMINGTON, DE19802 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 2,875,000( 2 ) D( 3 )

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Signal Hill Acquisition Sponsor LLC 2810 N. CHURCH STREET, SUITE 94644 WILMINGTON, DE19802 X X See Remarks Roberts Paul Damian 2810 N. CHURCH STREET, SUITE 94644 WILMINGTON, DE19802 X X Signatures /s/ See Signatures Included in Exhibit 99.1 02/14/2022 Signature of Reporting Person Date

Explanation of Responses:

( 1 )The reported shares of Signal Hill Acquisition Corp. (the "Issuer") are directly held by Signal Hill Acquisition Sponsor, LLC (the "Sponsor"). The Issuer's shares of Class B common stock, par value $0.0001 per share, are convertible for the Issuer's shares of Class A common stock, par value $0.0001 per share, as described in the heading "Description of Securities" in the Issuer's Registration Statement on Form S-1 (File No. 333-262042) and have no expiration date. ( 2 )The Sponsor is expected to forfeit to the Issuer 625,000 founder shares immediately prior to the closing of the initial public offering. In addition, if the underwriters' option to purchase additional units is not exercised, the Sponsor will forfeit to the Issuer an additional 375,000 founder shares upon the expiration of the underwriters' option to purchase additional units. ( 3 )The Sponsor is the record holder of such shares of Class B common stock. Mr. Roberts is the managing member of our sponsor. As such, he has voting and investment discretion with respect to the Class B common stock held of record of our sponsor. In addition, Mr. Roberts may be entitled to distributions of private placement warrants from our sponsor following the consummation of our initial business combination. Mr. Roberts disclaims any beneficial ownership of the securities held by our sponsor, other than to the extent of any pecuniary interest he may have therein, directly or indirectly.

Remarks: Paul Roberts is the Chairman of the board of directors of the Issuer.

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).

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