| FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP 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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| Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). | |||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
Project Energy Reimagined Acquisition Corp. [ PEGR ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 12/12/2021 | ||||||||||||||||||||||||||
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4. If Amendment, Date of Original Filed
(Month/Day/Year) 12/14/2021 |
6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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| 1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
| Code | V | Amount | (A) or (D) | Price | ||||||
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Class B Ordinary Shares | (1) | 12/12/2021 | J(2) | 593,085 | (1) | (1) | Class A Ordinary Shares | 593,085 | (2) | 5,272,698 | I | See Footnote(3) | |||
1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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| Explanation of Responses: |
| 1. The Class B ordinary shares will automatically convert into Class A ordinary shares on the first business day following the consummation of the Issuer's initial business combination, on a one-for-one basis, subject to adjustment as set forth in the Issuer's registration statement on Form S-1 (File No. 333-254695) (the "Registration Statement") and have no expiration date. |
| 2. 593,085 Class B ordinary shares were forfeited by Smilodon Capital, LLC (the "Sponsor") to the Issuer at no cost in connection with the expiration of the underwriters' over-allotment option, as described in the Registration Statement. |
| 3. The securities are held directly by the Sponsor. Admit Capital, LLC is the managing member of the Sponsor. Srinath Narayanan is the managing member of Admit Capital, LLC. Admit Capital, LLC and Srinath Narayanan may be deemed to share beneficial ownership of the Class B ordinary shares. Srinath Narayanan and Admit Capital, LLC each disclaims beneficial ownership of such shares except to the extent of his and its pecuniary interest therein. |
| Remarks: |
| This Form 4A is being filed to further amend the Form 4 filed on December 14, 2021 to correct the number of shares forfeited and the reported amount of beneficial ownership following the reported transaction. The number of shares forfeited should have been reported as 593,085, not 593,063 as reported on December 14, 2021. The beneficial ownership should have been reported as 5,272,698 - not 6,594,437 as reported on December 14, 2021. |
| Carol Anne Huff, as Attorney-in-Fact on behalf of Srinath Narayanan | 02/11/2022 | |
| Carol Anne Huff, as Attorney-in-Fact on behalf of Smilodon Capital, LLC | 02/11/2022 | |
| Carol Anne Huff, as Attorney-in-Fact on behalf of Admit Capital, LLC | 02/11/2022 | |
| ** 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 4 (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. | ||