| FORM 3 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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1. Name and Address of Reporting Person*
(Street)
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2. Date of Event Requiring Statement
(Month/Day/Year) 12/21/2023 |
3. Issuer Name and Ticker or Trading Symbol
Chavant Capital Acquisition Corp. [ MOBX ] |
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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5. If Amendment, Date of Original Filed
(Month/Day/Year) |
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6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Beneficially Owned | |||
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| 1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
| Class A Common Stock | 28,993(1) | D | |
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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| 1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
| Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
| Stock Option | 05/18/2023(2) | 04/04/2032 | Class A Common Stock | 16,112 | $6.84 | D | |
| Stock Option | (3) | 04/04/2032 | Class A Common Stock | 183 | $6.84 | D | |
| Explanation of Responses: |
| 1. Received in connection with the business combination (the "Business Combination") by and between Chavant Capital Acquisition Corp., CLAY Merger Sub II, Inc. and Mobix Labs, Inc. in accordance with the terms of the Business Combination Agreement dated as of November 15, 2022, as amended, which closed on December 21, 2023 ("Closing Date"). At the Closing Date, the Reporting Person acquired these shares in exchange for the same number of equity interests of Mobix Labs, Inc. held immediately prior to the Closing, which were automatically converted into a number of shares of Class A Common Stock. |
| 2. Received in the Business Combination in exchange for an employee stock option to acquire 16,112 shares of Mobix Labs, Inc. at $6.84 per share that was granted on May 18, 2022. The option vests equally over three years on each monthly anniversary of May 18, 2023. |
| 3. Received in the Business Combination in exchange for an employee stock option to acquire 183 shares of Mobix Labs, Inc. at $6.84 per share that was granted on May 18, 2022. The option vests upon a change of control. |
| Remarks: |
| Exhibit 24, Power of Attorney, attached |
| /s/ Laurie L. Green, Attorney-in-Fact for James Aralis | 12/26/2023 | |
| ** Signature of Reporting Person | Date | |
| 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 5 (b)(v). | ||
| ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||