3//SEC Filing
ARYA SCIENCES HOLDINGS 3
Accession 0001213900-18-013611
CIK 0001746037other
Filed
Oct 4, 8:00 PM ET
Accepted
Oct 5, 5:09 PM ET
Size
6.2 KB
Accession
0001213900-18-013611
Insider Transaction Report
Form 3
ARYA SCIENCES HOLDINGS
10% Owner
Holdings
Class B ordinary shares
→ Class A ordinary shares (30,358,000 underlying)
Footnotes (3)
- [F1]This Form 3 is being filed by Arya Sciences Holdings ("Holdings"). Holdings is governed by a three member board of directors. Each director has one vote, and the approval of a majority of the directors is required to approve an action of Holdings. Under the so-called "rule of three," if voting and dispositive decisions regarding an entity's securities are made by two or more individuals, and a voting and dispositive decision requires the approval of a majority of those individuals, then none of the individuals is deemed a beneficial owner of the entity's securities. Based upon the foregoing analysis, no individual director of Holdings exercises voting or dispositive control over any of the securities held by Holdings. Accordingly, none of them will be deemed to have or share beneficial ownership of such shares.
- [F2]As described in the issuer's registration statement on Form S-1 (File No. 333-227283) under the heading "Description of Securities--Founder Shares", the Class B ordinary shares will automatically convert into Class A ordinary shares at the time of the issuer's initial business combination, or earlier at the option of the holder, on a one-for-one basis, subject to adjustment for share splits, share capitalizations, reorganizations, recapitalizations and the like, and certain anti-dilution rights and have no expiration date.
- [F3]The Class B ordinary shares owned by the reporting person includes up to 468,750 shares that are subject to forfeiture in the event the underwriters of the initial public offering of the issuer's securities do not exercise in full their over-allotment option as described in the issuer's registration statement.
Documents
Issuer
ARYA SCIENCES ACQUISITION CORP.
CIK 0001746037
Entity typeother
IncorporatedCayman Islands
Related Parties
1- filerCIK 0001746017
Filing Metadata
- Form type
- 3
- Filed
- Oct 4, 8:00 PM ET
- Accepted
- Oct 5, 5:09 PM ET
- Size
- 6.2 KB