Chun Yi Hao - Jul 18, 2023 Form 3 Insider Report for Tristar Acquisition I Corp. (TRIS)

Role
CEO, Director, 10%+ Owner
Signature
/s/ Chunyi Hao
Stock symbol
TRIS
Transactions as of
Jul 18, 2023
Transactions value $
$0
Form type
3
Date filed
7/28/2023, 09:36 PM
Previous filing
Jun 8, 2023

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
holding TRIS Class B Ordinary Shares Jul 18, 2023 Class A Ordinary Shares 2.19M Direct F1, F2
holding TRIS Class B Ordinary Shares Jul 18, 2023 Class A Ordinary Shares 715K See footnote F1, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 As described in the Issuer's registration statement on Form S-1 (File No. 333-255009), the Class B ordinary shares will automatically convert into Class A ordinary shares (a) automatically at the time of the registrant's initial business combination and (b) at any time and from time to time at the option of the holders thereof. Such conversion will be on a one-for-one basis, subject to adjustment as described therein, and the Class B ordinary shares have no expiration date.
F2 These shares were acquired by Chunyi Hao pursuant to (i) a securities purchase agreement, dated as of July 18, 2023, by and between the Issuer, Tristar Holdings I LLC ("Prior Sponsor") and Navy Sail International Limited ("Navy Sail") and its designees (the "Securities Purchase Agreement") and (ii) founder share transfer agreements, each dated as of July 18, 2023, by and between Mr. Hao and each holder of Class B ordinary shares other than Prior Sponsor.
F3 These shares are held of record by Navy Sail. Navy Sail acquired such shares from Prior Sponsor pursuant to the Securities Purchase Agreement. Mr. Hao is the sole shareholder and director of Navy Sail and as such, he has voting and investment discretion with respect to the shares held by Navy Sail. Accordingly, Mr. Hao may be deemed to have beneficial ownership of the shares held by Navy Sail. The Reporting Person disclaims any beneficial ownership of the reported shares other than to the extent of any pecuniary interest he may have therein, directly or indirectly.