SECURITIES AND EXCHANGE COMMISSION
UNDER
THE SECURITIES ACT OF 1933
|
Delaware
(State or other jurisdiction of
incorporation or organization) |
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85-2426959
(I.R.S. Employer
Identification No.) |
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Denver, CO 80202
(303) 586-7771
Chief Executive Officer
Inspirato Incorporated
1544 Wazee Street
Denver, CO 80202
(303) 586-7771
|
John Elofson
Davis Graham & Stubbs LLP 1550 17th Street, Suite 500 Denver, CO 80202 (303) 332-1605 |
| |
Brent Wadman
General Counsel and Corporate Secretary Inspirato Incorporated 1544 Wazee Street Denver, CO 80202 (303) 586-7771 |
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Large Accelerated Filer
☐
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Accelerated Filer
☐
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Non-accelerated Filer
☒
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Smaller Reporting Company
☒
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Emerging Growth Company
☒
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Attention: General Counsel & Corporate Secretary
1544 Wazee Street
Denver, CO 80202
(303) 586-7771
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Shares of Class A
Common Stock Beneficially Owned Prior to This Offering |
| |
Offered Shares
of Class A Common Stock |
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Shares of Class A Common
Stock Beneficially Owned After This Offering |
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Name of Selling Securityholder
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Number
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Number
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Number
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Percentage
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Securityholders affiliated with One Planet
Group(1) |
| | | | 5,830,902 | | | | | | 5,830,902 | | | | | | 1,457,726 | | | | | | 11.9% | | |
Tribridge Limited(2)
|
| | | | 505,051 | | | | | | 505,051 | | | | | | 0 | | | | | | * | | |
Julian MacQueen(3)
|
| | | | 252,525 | | | | | | 252,525 | | | | | | 0 | | | | | | * | | |
6,588,478 Shares of Class A Common Stock
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SEC Registration Fee
|
| | | $ | 3,745 | | |
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Printing Costs
|
| | | | 15,000 | | |
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Accountants Fees and Expenses
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| | | | 15,000 | | |
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Legal Fees and Expenses
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| | | | 15,000 | | |
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Miscellaneous (including any applicable listing fees, rating agency fees, trustee and transfer agent fees and expenses)
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| | | | 5,000 | | |
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Total
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| | | $ | 53,745 | | |
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Incorporated by Reference
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Exhibit
Number |
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Exhibit Description
|
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Provided
Herein |
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Form
|
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File No.
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Exhibit
|
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Filing Date
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2.1 | | | | | | | |
8-K
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001-39791
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2.1
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June 30, 2021
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2.2 | | | | | | | |
8-K
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001-39791
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1.1
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September 15, 2021
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3.1 | | | | | | | |
10-Q
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001-39791
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3.1
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November 9, 2023
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3.1.1 | | | | | | | |
8-K
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001-39791
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3.2
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October 4, 2023
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3.1.2 | | | | | | | |
8-K
|
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001-39791
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3.2
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October 18, 2023
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Incorporated by Reference
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Exhibit
Number |
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Exhibit Description
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Provided
Herein |
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Form
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File No.
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Exhibit
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Filing Date
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3.2 | | | | | | | |
8-K
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001-39791
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3.2
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February 14, 2022
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3.3 | | | | | | | |
8-K
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001-39791
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3.1
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October 18, 2023
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4.1 | | | | | | | |
S-8
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333-264331
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4.1
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April 15, 2022
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4.2 | | | | | | | |
8-K
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001-39791
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4.1
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August 8, 2023
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5.1 | | | | |
X
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23.1 | | | | |
X
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23.2 | | | | |
X
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24.1 | | | | |
X
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107
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X
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Signature
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Title
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| | | |
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/s/ Payam Zamani
Payam Zamani
|
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Chief Executive Officer, Executive Chairman and Director
(Principal Executive Officer) |
| | October 30, 2024 | |
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/s/ Robert Kaiden
Robert Kaiden
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Chief Financial Officer
(Principal Financial and Accounting Officer) |
| | October 30, 2024 | |
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/s/ Michael Armstrong
Michael Armstrong
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| | Director | | | October 30, 2024 | |
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/s/ Scott Berman
Scott Berman
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| | Director | | | October 30, 2024 | |
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/s/ David Kallery
David Kallery
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| | Director | | | October 30, 2024 | |
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/s/ Ann Payne
Ann Payne
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| | Director | | | October 30, 2024 | |
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Signature
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Title
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/s/ May Samali
May Samali
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| | Director | | | October 30, 2024 | |
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/s/ Julie Wainwright
Julie Wainwright
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| | Director | | | October 30, 2024 | |