David I. Rosenberg - Nov 1, 2022 Form 4 Insider Report for Peak Bio, Inc. (PKBO)

Role
Director
Signature
/s/ David I. Rosenberg
Stock symbol
PKBO
Transactions as of
Nov 1, 2022
Transactions value $
$2,500,000
Form type
4
Date filed
11/3/2022, 09:52 PM

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction PKBO Common Stock Options Exercise $0 +1.44M $0.00 1.44M Nov 1, 2022 See Footnote F2
transaction PKBO Common Stock Other $0 +77.2K +5.37% $0.00 1.51M Nov 1, 2022 See Footnote F2, F4

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction PKBO Class F Common Stock Conversion of derivative security $0 -1.44M -100% $0.00* 0 Nov 1, 2022 Common Stock 1.44M See Footnote F1, F2
transaction PKBO Private Placement Warrants Award $2.5M +2.5M $1.00* 2.5M Nov 1, 2022 Common Stock 2.5M $11.50 See Footnote F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 On November 1, 2022, Ignyte Acquisition Corp. ("Ignyte" and the former name of the Issuer) consummated its initial business combination (the "Business Combination") with Peak Bio Co., Ltd., a corporation organized under the laws of the Republic of Korea. In connection with the consummation of the Business Combination, each share of Class F common stock, par value $0.0001 per share, of Ignyte automatically converted into one share of Class A common stock, par value $0.0001 per share, of the Issuer.
F2 These securities are held by Ignyte Sponsor LLC (the "Sponsor"). The Reporting Person is a managing member of the Sponsor and shares voting and dispositive power of the securities held by the Sponsor. Accordingly, the Reporting Person may be deemed to have or share beneficial ownership of such securities. The Reporting Person disclaim beneficial ownership of the securities held by the Sponsor, except to the extent of any pecuniary interest therein.
F3 The private placement warrants are reported as acquired for purposes of Section 16 of the Securities Exchange Act of 1934 concurrent with the closing of the Business Combination (the "Closing"), because, pursuant to their terms, their exercise was not within the control of the Reporting Person until the Closing. Each private placement warrant is exercisable for one share of the Issuer's Common Stock at an exercise price of $11.50 per share, subject to certain adjustments. The private placement warrants may be exercised commencing 30 days after the Closing and expire five years after the Closing or earlier upon redemption or liquidation. The private placement warrants consist of 2,500,000 private placement warrants purchased by the Sponsor in a private placement from Ignyte simultaneously with the consummation of Ignyte's initial public offering.
F4 Pursuant to a Payment Agreement between Ignyte and the Sposnor entered into connection with the Business Combination, the Sponsor received these securities in a private placement in lieu of the aggregate principal amount of working capital loans owed to the Sponsor by Ignyte.

Remarks:

Exhibit 24 - Power of Attorney