Amendment: SEC Form SCHEDULE 13D/A filed by Ranpak Holdings Corp

Item 5 of the Amended Schedule 13D is amended and restated in its entirety, as follows: The information set forth in Items 4 and 6 hereof, as amended from time to time, is incorporated in this Item 5 by reference, as applicable. The aggregate number and percentage of shares of Class A Stock to which this Schedule 13D relates is 30,530,897 shares of Class A Stock, constituting approximately 36.7% of the Issuer's outstanding shares of Class A Stock. The aggregate number and percentage of shares of Class A Stock reported herein are based upon (i) 80,336,268 shares of Class A Stock outstanding as of October 31, 2024, as indicated by the Issuer in its Quarterly Report on Form 10-Q for the quarter ended September 30, 2024, plus (ii) 2,921,099 shares of Class A Stock issued by the Issuer on December 30, 2024 upon conversion of a holder's shares of Class C Common Stock into shares of Class A Stock, as reported in the Issuer's Current Report on Form 8-K filed on December 30, 2024.

Each of JSCM and Mr. Soros, as managing member of JSCM, has sole voting and investment power with respect to all shares reported under this Schedule 13D.

The Reporting Persons have not engaged in any transaction during the past 60 days involving shares of common stock of the Issuer.

The members of JS Capital are entitled to receive, or have the power to direct receipt of, dividends from or the proceeds from the sale of the shares of Class A Stock held for the account of JS Capital.

Not applicable.

Item 6 of the Amended Schedule 13D is amended and restated in its entirety, as follows: The information set forth in Items 4 and 5 hereof, as amended from time to time, is incorporated into this Item 6 by reference, as applicable. From time to time, JS Capital enters into loan facilities with certain bank lenders, which are secured by pledges of portfolios of securities held by JS Capital, including but not limited to shares of Class A Stock. Repayment under such facilities is due at term; however, upon the occurrence of certain events, such payment obligations may be accelerated and the lender could take action with respect to any collateral. Currently, JS Capital is party to one such loan facility pursuant to which it may draw up to $250 million secured by a pledge of portfolios of securities, including 29,549,512 shares of Class A Stock. JS Capital may also pledge these or additional shares of Class A Stock to lenders under this or other similar facilities. As reported by the Issuer in its Current Report on Form 8-K filed January 29, 2025, the Issuer has entered into an agreement (the "Amazon Agreement") with Amazon.com, Inc. ("Amazon") pursuant to which, among other things, Issuer has agreed to issue to a subsidiary of Amazon a warrant (the "Amazon Warrant") to purchase shares of the Issuer's Class A Stock (the "Amazon Warrant Shares"), subject to approval by the Issuer's stockholders of the issuance of the Amazon Warrant and the Amazon Warrant Shares. In connection with the Amazon Agreement, and pursuant to the Support Agreement (the "Support Agreement") dated as of January 28, 2025 by and among the Issuer, Amazon and JS Capital, JS Capital has agreed to vote in favor of the issuance of the Amazon Warrant and the Amazon Warrant Shares at any stockholders' meeting held by the Issuer for the purpose of approving the issuance of the Amazon Warrant and the Amazon Warrant Shares prior to June 30, 2026 (or earlier termination of the Amazon Agreement or the Support Agreement) and has granted to the Issuer an irrevocable proxy to vote the shares of Class A Stock held by JS Capital in connection therewith. In connection with this voting agreement, JS Capital has also agreed not to sell or otherwise transfer or enter into any other voting arrangement with respect to any shares of Class A Stock held by it during this period (subject to limited exceptions). In connection with the Support Agreement, JS Capital also has agreed to waive any right that it might otherwise have under the Registration Rights Agreement described in Item 4 hereof to be included in a registration statement filed by the Issuer in connection with the Amazon Warrant Shares. The Support Agreement is attached to this Schedule 13D as Exhibit 10 and is incorporated by reference herein. The Reporting Persons are parties to an agreement with respect to the joint filing of this Schedule 13D and any amendments thereto. A copy of such agreement is attached to this Schedule 13D as Exhibit 1 and is incorporated by reference herein. Other than as set forth above and the agreements discussed in Items 4 and 5, the Reporting Persons have no contracts, arrangements, understandings or relationships with any persons with respect to securities of the Issuer.

Item 7 of the Amended Schedule 13D is amended by adding the following exhibit: 10 - Support Agreement dated as of January 28, 2025 by and among Ranpak Holdings Corp., Amazon.com, Inc. and JS Capital LLC