Spruce House Partnership LLC - Jun 4, 2021 Form 4 Insider Report for Latch, Inc. (LTCH)

Signature
Spruce H The ouse Partnership LLC By: /s/ Thomas Walker, Authorized Person
Stock symbol
LTCH
Transactions as of
Jun 4, 2021
Transactions value $
$0
Form type
4
Date filed
6/11/2021, 04:50 PM
Previous filing
May 21, 2021
Next filing
Sep 2, 2021

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction LTCH Common Stock Other 0 0% 9.4M Jun 4, 2021 Direct F1, F2, F3, F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Spruce House Partnership LLC is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id Content
F1 On June 4, 2021, the business combination of TS Innovation Acquisition Corp. ("TSIA") and Latch, Inc. was consummated (the "Closing"). In connection with the Closing, TSIA changed its name to Latch, Inc. and each of TSIA's shares of Class A Common Stock converted into shares of Common Stock of Latch, Inc. Prior to the Closing, the Reporting Persons (as defined below) beneficially owned greater than 10% of TSIA, as indicated on the Reporting Persons' Form 3 filing. After the Closing, the Reporting Persons no longer beneficially own any interest of TSIA, as it merged out of existence as a result of the business combination. Further, as of the date of this filing, the Reporting Persons do not beneficially own greater than 10% of Latch, Inc., based upon a statement in Latch, Inc.'s Form 8-K filed on June 10, 2021 that there are 141,260,318 shares of Common Stock issued and outstanding.
F2 The reported securities are held in the account of The Spruce House Partnership LLC (the "Aggregator"), its sole members being The Spruce House Partnership (AI) LP (f/k/a The Spruce House Partnership LP) and The Spruce House Partnership (QP) LP (collectively, the "Funds)", each a private investment fund managed by Spruce House Investment Management LLC (the "Investment Manager"). The reported securities may be deemed to be beneficially owned by the Investment Manager, the general partner of the Funds, Spruce House Capital LLC (the "General Partner"), and by Zachary Sternberg and Benjamin Stein, managing members of the Investment Manager and the General Partner (the "Managing Members").
F3 Each of the Funds, the Investment Manager, the General Partner and the Managing Members disclaim beneficial ownership of the reported securities held by the Aggregator, except to the extent of his or its pecuniary interest therein. The Aggregator, the Funds, the Investment Manager, the General Partner and the Managing Members (collectively, the "Reporting Persons") affirmatively disclaim being a "group" for purposes of Section 16 of the Securities Exchange Act of 1934, as amended.
F4 By virtue of these relationships, the Reporting Persons may be deemed to have shared voting and dispositive power with respect to the Shares owned directly by the Funds. This report shall not be deemed an admission that the Reporting Persons are beneficial owners of the Shares for purposes of Section 13 of the Securities Exchange Act of 1934, as amended, or for any other purpose.