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Singer Nicholas Jason

Disclosed activity across 2 companies

Tapewire entity
121844
SEC CIK
0001828224

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Reported relationships

Latest disclosed role at each company.

CompanyLast reported asReport datePublished
Ernexa Therapeutics Inc.ERNA · Entity 8278DirectorDecember 02, 2022December 06, 2022
OTR Acquisition Corp.OTRA · Entity 127064Director · Chief Executive OfficerMay 20, 2022May 20, 2022

Disclosed balances

About these balances

Latest available filing per company, not a reconstructed current portfolio. Matching sequences show the last reported balance with all source rows expandable; grouping alone does not establish account ownership. Do not add unresolved positions together. Filings may omit unchanged positions, and amendments may correct only part of an older disclosure. Jointly reported shares are not necessarily this owner's personal holdings.

Ernexa Therapeutics Inc.

Report date December 02, 2022 · Filed December 06, 2022

Security / awardOwnership accountDisclosed shares / unitsDisclosure context
Common StockSEC Table I · non-derivativeIndirectBy Purchase Capital LLC121,822 Reported balance After 2022-12-02 transaction · row 1 Account identity is unresolved; indirect or unspecified ownership is not merged.
1 source row

Row 1 · 2022-12-02 · Purchase · Acquired 70,822 · Balance 121,822

F1: The reporting person entered into a Securities Purchase Agreement with the Issuer on November 23, 2022, pursuant to which, on December 2, 2022, the reporting person acquired an aggregate of 283,286 units for a purchase price of $3.53 per unit, each unit consisting of one share of common stock, par value $0.05 per share ("Common Stock"), and two warrants, each exercisable to purchase one share of Common Stock at an exercise price of $3.28 per share. The purchase price for each unit included $0.125 for each warrant in accordance with Nasdaq rules.

Common StockSEC Table I · non-derivativeIndirectBy Pacific Premier Trust, Custodian, FBO Nicholas J. Singer266,214 Reported balance After 2022-12-02 transaction · row 2 Account identity is unresolved; indirect or unspecified ownership is not merged.
1 source row

Row 2 · 2022-12-02 · Purchase · Acquired 212,464 · Balance 266,214

F1: The reporting person entered into a Securities Purchase Agreement with the Issuer on November 23, 2022, pursuant to which, on December 2, 2022, the reporting person acquired an aggregate of 283,286 units for a purchase price of $3.53 per unit, each unit consisting of one share of common stock, par value $0.05 per share ("Common Stock"), and two warrants, each exercisable to purchase one share of Common Stock at an exercise price of $3.28 per share. The purchase price for each unit included $0.125 for each warrant in accordance with Nasdaq rules.

Warrants (right to buy)SEC Table II · derivative / convertible security · Conversion / exercise price $3.28 · Expires 2028-06-02IndirectBy Purchase Capital LLC141,644 Reported balance After 2022-12-02 transaction · row 3 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 3 · 2022-12-02 · Purchase · Acquired 141,644 · Balance 141,644

F1: The reporting person entered into a Securities Purchase Agreement with the Issuer on November 23, 2022, pursuant to which, on December 2, 2022, the reporting person acquired an aggregate of 283,286 units for a purchase price of $3.53 per unit, each unit consisting of one share of common stock, par value $0.05 per share ("Common Stock"), and two warrants, each exercisable to purchase one share of Common Stock at an exercise price of $3.28 per share. The purchase price for each unit included $0.125 for each warrant in accordance with Nasdaq rules.

Warrants (right to buy)SEC Table II · derivative / convertible security · Conversion / exercise price $3.28 · Expires 2028-06-02IndirectBy Pacific Premier Trust, Custodian, FBO Nicholas J. Singer424,928 Reported balance After 2022-12-02 transaction · row 4 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 4 · 2022-12-02 · Purchase · Acquired 424,928 · Balance 424,928

F1: The reporting person entered into a Securities Purchase Agreement with the Issuer on November 23, 2022, pursuant to which, on December 2, 2022, the reporting person acquired an aggregate of 283,286 units for a purchase price of $3.53 per unit, each unit consisting of one share of common stock, par value $0.05 per share ("Common Stock"), and two warrants, each exercisable to purchase one share of Common Stock at an exercise price of $3.28 per share. The purchase price for each unit included $0.125 for each warrant in accordance with Nasdaq rules.

Filing footnotes · ownership attribution and instrument terms

F1: The reporting person entered into a Securities Purchase Agreement with the Issuer on November 23, 2022, pursuant to which, on December 2, 2022, the reporting person acquired an aggregate of 283,286 units for a purchase price of $3.53 per unit, each unit consisting of one share of common stock, par value $0.05 per share ("Common Stock"), and two warrants, each exercisable to purchase one share of Common Stock at an exercise price of $3.28 per share. The purchase price for each unit included $0.125 for each warrant in accordance with Nasdaq rules.

OTR Acquisition Corp.

Report date May 20, 2022 · Filed May 20, 2022

Security / awardOwnership accountDisclosed shares / unitsDisclosure context
Class A Common StockSEC Table I · non-derivativeIndirectPC SPAC Holdings LLC421,759 Reported balance After 2022-05-20 transaction · row 1 Account identity is unresolved; indirect or unspecified ownership is not merged.
1 source row

Row 1 · 2022-05-20 · Conversion · Acquired 421,759 · Balance 421,759

F1: As described in the OTR Acquisition Corp.'s registration statement on Form S-1 (File No. 333-248093) under the heading "Description of Securities," the Class B common stock, par value U.S. $0.0001 per share, of the issuer (the "Founder Shares") automatically convert into Class A common stock of the issuer ("Class A Common Stock") at the time of the issuer's initial business combination or earlier at the option of the holders thereof, on a one-for-one basis, subject to certain adjustments described therein, and have no expiration date.

F4: On May 20, 2022, the issuer consummated its initial business combination (the "Business Combination") with Comera Life Sciences Holdings, Inc.. ("Holdco"), a Delaware corporation. In connection with the Business Combination, each Founder Share converted into Class A Common Stock.

Class A Common StockSEC Table I · non-derivativeIndirectPC SPAC Holdings LLC0 Reported balance After 2022-05-20 transaction · row 2 Account identity is unresolved; indirect or unspecified ownership is not merged.
1 source row

Row 2 · 2022-05-20 · Other · Disposed 421,759 · Balance 0

F7: In connection with the Business Combination closing, the reporting person exchanged each its shares of Class A Common Stock for 421,759 fully paid and non-assessable shares of Holdco Common Stock.

Class B Common StockSEC Table II · derivative / convertible securityIndirectSee Footnote421,759 Reported balance After 2022-05-20 transaction · row 3 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 3 · 2022-05-20 · Other · Disposed 1,305,918 · Balance 421,759

F1: As described in the OTR Acquisition Corp.'s registration statement on Form S-1 (File No. 333-248093) under the heading "Description of Securities," the Class B common stock, par value U.S. $0.0001 per share, of the issuer (the "Founder Shares") automatically convert into Class A common stock of the issuer ("Class A Common Stock") at the time of the issuer's initial business combination or earlier at the option of the holders thereof, on a one-for-one basis, subject to certain adjustments described therein, and have no expiration date.

F2: On May 19, 2022, OTR Acquisition Sponsor LLC (the "Sponsor") entered into a certain second amended and restated limited liability operating agreement (the "Amended LLC Agreement"). Prior to the Amended LLC Agreement, PC SPAC Holdings LLC, an entity controlled by the reporting person, was the sole managing member of the Sponsor. The Amended LLC Agreement provides that the Sponsor be managed by a board of managers consisting of three persons, including the reporting person. For the purposes of Rule 16a-(1), the reporting person is no longer a beneficial owner of the 1,305,918 shares of Class B common stock, par value U.S. $0.0001 per share, of OTR Acquisition Corp. held directly by the Sponsor, and disclaims beneficial ownership of such securities, except to the extent of his pecuniary interest therein.

F3: The securities are held indirectly by Nicholas J. Singer, who has sole voting and dispositive control of PC SPAC Holdings LLC.

Class B Common StockSEC Table II · derivative / convertible securityIndirectPC SPAC Holdings LLC0 Reported balance After 2022-05-20 transaction · row 4 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 4 · 2022-05-20 · Conversion · Disposed 421,759 · Balance 0

F1: As described in the OTR Acquisition Corp.'s registration statement on Form S-1 (File No. 333-248093) under the heading "Description of Securities," the Class B common stock, par value U.S. $0.0001 per share, of the issuer (the "Founder Shares") automatically convert into Class A common stock of the issuer ("Class A Common Stock") at the time of the issuer's initial business combination or earlier at the option of the holders thereof, on a one-for-one basis, subject to certain adjustments described therein, and have no expiration date.

F4: On May 20, 2022, the issuer consummated its initial business combination (the "Business Combination") with Comera Life Sciences Holdings, Inc.. ("Holdco"), a Delaware corporation. In connection with the Business Combination, each Founder Share converted into Class A Common Stock.

WarrantsSEC Table II · derivative / convertible securityIndirectPC SPAC Holdings LLC0 Reported balance After 2022-05-20 transaction · row 5 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 5 · 2022-05-20 · Other · Disposed 762,634 · Balance 0

F5: In connection with the Business Combination closing, the reporting person exchanged each of its warrants to purchase the issuer's Class A Common Stock on a one for one basis for an aggregate of 762,634 warrants to purchase shares of Holdco's common stock, par value U.S. $0.0001 per share ("Holdco Common Stock"), at a purchase price of $11.50 per share.

F6: The warrants were not exercisable until 30 days after the issuer's initial business combination and would have expired five years from the consummation of the issuer's initial business combination.

Filing footnotes · ownership attribution and instrument terms

F1: As described in the OTR Acquisition Corp.'s registration statement on Form S-1 (File No. 333-248093) under the heading "Description of Securities," the Class B common stock, par value U.S. $0.0001 per share, of the issuer (the "Founder Shares") automatically convert into Class A common stock of the issuer ("Class A Common Stock") at the time of the issuer's initial business combination or earlier at the option of the holders thereof, on a one-for-one basis, subject to certain adjustments described therein, and have no expiration date.

F2: On May 19, 2022, OTR Acquisition Sponsor LLC (the "Sponsor") entered into a certain second amended and restated limited liability operating agreement (the "Amended LLC Agreement"). Prior to the Amended LLC Agreement, PC SPAC Holdings LLC, an entity controlled by the reporting person, was the sole managing member of the Sponsor. The Amended LLC Agreement provides that the Sponsor be managed by a board of managers consisting of three persons, including the reporting person. For the purposes of Rule 16a-(1), the reporting person is no longer a beneficial owner of the 1,305,918 shares of Class B common stock, par value U.S. $0.0001 per share, of OTR Acquisition Corp. held directly by the Sponsor, and disclaims beneficial ownership of such securities, except to the extent of his pecuniary interest therein.

F3: The securities are held indirectly by Nicholas J. Singer, who has sole voting and dispositive control of PC SPAC Holdings LLC.

F4: On May 20, 2022, the issuer consummated its initial business combination (the "Business Combination") with Comera Life Sciences Holdings, Inc.. ("Holdco"), a Delaware corporation. In connection with the Business Combination, each Founder Share converted into Class A Common Stock.

F5: In connection with the Business Combination closing, the reporting person exchanged each of its warrants to purchase the issuer's Class A Common Stock on a one for one basis for an aggregate of 762,634 warrants to purchase shares of Holdco's common stock, par value U.S. $0.0001 per share ("Holdco Common Stock"), at a purchase price of $11.50 per share.

F6: The warrants were not exercisable until 30 days after the issuer's initial business combination and would have expired five years from the consummation of the issuer's initial business combination.

F7: In connection with the Business Combination closing, the reporting person exchanged each its shares of Class A Common Stock for 421,759 fully paid and non-assessable shares of Holdco Common Stock.

Transaction history

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Purchases/sales include open-market and private transactions. Plan disclosure applies to the filing; individual rows may differ. “Not disclosed” is not “unplanned.”

The cutoff filters transaction history only. Company summaries and owner relationships show the latest available disclosures. Parser corrections can improve historical records.

Transaction dateCompanyActivity / securityShares / unitsReported priceReported valueDetails
December 02, 2022 Filed Dec 6, 2022 23:52 UTC Ernexa Therapeutics Inc. ERNA · Entity 8278 PurchaseWarrants (right to buy) · Derivative 424,928 $0.13 Strike: $3.28 $53,116.00
Disclosure

SEC source: 0001140361-22-044631 · form4.xml · derivative · entry 4

Singer Nicholas Jason · CIK 0001828224 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · By Pacific Premier Trust, Custodian, FBO Nicholas J. Singer

Disclosed balance after: 424,928

Underlying: Common Stock, par value $0.005 per share · 424,928 shares

Expires 2028-06-02

F1 · derivative.exercise_price: The reporting person entered into a Securities Purchase Agreement with the Issuer on November 23, 2022, pursuant to which, on December 2, 2022, the reporting person acquired an aggregate of 283,286 units for a purchase price of $3.53 per unit, each unit consisting of one share of common stock, par value $0.05 per share ("Common Stock"), and two warrants, each exercisable to purchase one share of Common Stock at an exercise price of $3.28 per share. The purchase price for each unit included $0.125 for each warrant in accordance with Nasdaq rules.

F1 · price: The reporting person entered into a Securities Purchase Agreement with the Issuer on November 23, 2022, pursuant to which, on December 2, 2022, the reporting person acquired an aggregate of 283,286 units for a purchase price of $3.53 per unit, each unit consisting of one share of common stock, par value $0.05 per share ("Common Stock"), and two warrants, each exercisable to purchase one share of Common Stock at an exercise price of $3.28 per share. The purchase price for each unit included $0.125 for each warrant in accordance with Nasdaq rules.

Read SEC document
December 02, 2022 Filed Dec 6, 2022 23:52 UTC Ernexa Therapeutics Inc. ERNA · Entity 8278 PurchaseWarrants (right to buy) · Derivative 141,644 $0.13 Strike: $3.28 $17,705.50
Disclosure

SEC source: 0001140361-22-044631 · form4.xml · derivative · entry 3

Singer Nicholas Jason · CIK 0001828224 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · By Purchase Capital LLC

Disclosed balance after: 141,644

Underlying: Common Stock, par value $0.005 per share · 141,644 shares

Expires 2028-06-02

F1 · derivative.exercise_price: The reporting person entered into a Securities Purchase Agreement with the Issuer on November 23, 2022, pursuant to which, on December 2, 2022, the reporting person acquired an aggregate of 283,286 units for a purchase price of $3.53 per unit, each unit consisting of one share of common stock, par value $0.05 per share ("Common Stock"), and two warrants, each exercisable to purchase one share of Common Stock at an exercise price of $3.28 per share. The purchase price for each unit included $0.125 for each warrant in accordance with Nasdaq rules.

F1 · price: The reporting person entered into a Securities Purchase Agreement with the Issuer on November 23, 2022, pursuant to which, on December 2, 2022, the reporting person acquired an aggregate of 283,286 units for a purchase price of $3.53 per unit, each unit consisting of one share of common stock, par value $0.05 per share ("Common Stock"), and two warrants, each exercisable to purchase one share of Common Stock at an exercise price of $3.28 per share. The purchase price for each unit included $0.125 for each warrant in accordance with Nasdaq rules.

Read SEC document
December 02, 2022 Filed Dec 6, 2022 23:52 UTC Ernexa Therapeutics Inc. ERNA · Entity 8278 PurchaseCommon Stock 212,464 $3.28 $696,881.92
Disclosure

SEC source: 0001140361-22-044631 · form4.xml · nonDerivative · entry 2

Singer Nicholas Jason · CIK 0001828224 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · By Pacific Premier Trust, Custodian, FBO Nicholas J. Singer

Disclosed balance after: 266,214

F1 · price: The reporting person entered into a Securities Purchase Agreement with the Issuer on November 23, 2022, pursuant to which, on December 2, 2022, the reporting person acquired an aggregate of 283,286 units for a purchase price of $3.53 per unit, each unit consisting of one share of common stock, par value $0.05 per share ("Common Stock"), and two warrants, each exercisable to purchase one share of Common Stock at an exercise price of $3.28 per share. The purchase price for each unit included $0.125 for each warrant in accordance with Nasdaq rules.

Read SEC document
December 02, 2022 Filed Dec 6, 2022 23:52 UTC Ernexa Therapeutics Inc. ERNA · Entity 8278 PurchaseCommon Stock 70,822 $3.28 $232,296.16
Disclosure

SEC source: 0001140361-22-044631 · form4.xml · nonDerivative · entry 1

Singer Nicholas Jason · CIK 0001828224 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · By Purchase Capital LLC

Disclosed balance after: 121,822

F1 · price: The reporting person entered into a Securities Purchase Agreement with the Issuer on November 23, 2022, pursuant to which, on December 2, 2022, the reporting person acquired an aggregate of 283,286 units for a purchase price of $3.53 per unit, each unit consisting of one share of common stock, par value $0.05 per share ("Common Stock"), and two warrants, each exercisable to purchase one share of Common Stock at an exercise price of $3.28 per share. The purchase price for each unit included $0.125 for each warrant in accordance with Nasdaq rules.

Read SEC document
August 01, 2022 Filed Aug 4, 2022 00:01 UTC Ernexa Therapeutics Inc. BTX · Entity 8278 GrantStock Option (right to buy) · Derivative 165,800 $0.00 Strike: $0.49 $0.00
Disclosure

SEC source: 0001140361-22-028093 · form4.xml · derivative · entry 2

Singer Nicholas Jason · CIK 0001828224 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 165,800

Underlying: Common Stock, par value $0.005 per share · 165,800 shares

Expires 2032-08-01

F2 · derivative.exercise_date: The stock option vests and becomes exercisable over two years (subject to continued service), with 1/3 of the shares vesting on the grant date and the remaining shares vesting in 24 substantially equal monthly installments thereafter.

Read SEC document
August 01, 2022 Filed Aug 4, 2022 00:01 UTC Ernexa Therapeutics Inc. BTX · Entity 8278 GrantStock Option (right to buy) · Derivative 146,100 $0.00 Strike: $0.49 $0.00
Disclosure

SEC source: 0001140361-22-028093 · form4.xml · derivative · entry 1

Singer Nicholas Jason · CIK 0001828224 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 146,100

Underlying: Common Stock, par value $0.005 per share · 146,100 shares

Expires 2032-08-01

F1 · derivative.exercise_date: The stock option vests and becomes exercisable over one year (subject to continued service), with 25% of the shares vesting every three months from the grant date.

Read SEC document
May 20, 2022 Filed May 20, 2022 16:35 UTC OTR Acquisition Corp. OTRA · Entity 127064 OtherWarrants · Derivative 762,634 $0.00 $0.00
Disclosure

SEC source: 0001104659-22-063406 · tm2215573-2_4seq1.xml · derivative · entry 5

Singer Nicholas Jason · CIK 0001828224 · Director · Chief Executive Officer

10b5-1 filing: Not disclosed

Ownership: Indirect · PC SPAC Holdings LLC

Disclosed balance after: 0

Underlying: Class A Common Stock · 762,634 shares

Expires not disclosed

F5 · derivative.exercise_price: In connection with the Business Combination closing, the reporting person exchanged each of its warrants to purchase the issuer's Class A Common Stock on a one for one basis for an aggregate of 762,634 warrants to purchase shares of Holdco's common stock, par value U.S. $0.0001 per share ("Holdco Common Stock"), at a purchase price of $11.50 per share.

F6 · derivative.exercise_date: The warrants were not exercisable until 30 days after the issuer's initial business combination and would have expired five years from the consummation of the issuer's initial business combination.

F6 · derivative.expiration_date: The warrants were not exercisable until 30 days after the issuer's initial business combination and would have expired five years from the consummation of the issuer's initial business combination.

Read SEC document
May 20, 2022 Filed May 20, 2022 16:35 UTC OTR Acquisition Corp. OTRA · Entity 127064 ConversionClass B Common Stock · Derivative 421,759 $0.00 $0.00
Disclosure

SEC source: 0001104659-22-063406 · tm2215573-2_4seq1.xml · derivative · entry 4

Singer Nicholas Jason · CIK 0001828224 · Director · Chief Executive Officer

10b5-1 filing: Not disclosed

Ownership: Indirect · PC SPAC Holdings LLC

Disclosed balance after: 0

Underlying: Class A Common Stock · 421,759 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · derivative.exercise_price: As described in the OTR Acquisition Corp.'s registration statement on Form S-1 (File No. 333-248093) under the heading "Description of Securities," the Class B common stock, par value U.S. $0.0001 per share, of the issuer (the "Founder Shares") automatically convert into Class A common stock of the issuer ("Class A Common Stock") at the time of the issuer's initial business combination or earlier at the option of the holders thereof, on a one-for-one basis, subject to certain adjustments described therein, and have no expiration date.

F4 · derivative.exercise_price: On May 20, 2022, the issuer consummated its initial business combination (the "Business Combination") with Comera Life Sciences Holdings, Inc.. ("Holdco"), a Delaware corporation. In connection with the Business Combination, each Founder Share converted into Class A Common Stock.

F1 · derivative.exercise_date: As described in the OTR Acquisition Corp.'s registration statement on Form S-1 (File No. 333-248093) under the heading "Description of Securities," the Class B common stock, par value U.S. $0.0001 per share, of the issuer (the "Founder Shares") automatically convert into Class A common stock of the issuer ("Class A Common Stock") at the time of the issuer's initial business combination or earlier at the option of the holders thereof, on a one-for-one basis, subject to certain adjustments described therein, and have no expiration date.

F4 · derivative.exercise_date: On May 20, 2022, the issuer consummated its initial business combination (the "Business Combination") with Comera Life Sciences Holdings, Inc.. ("Holdco"), a Delaware corporation. In connection with the Business Combination, each Founder Share converted into Class A Common Stock.

F1 · derivative.expiration_date: As described in the OTR Acquisition Corp.'s registration statement on Form S-1 (File No. 333-248093) under the heading "Description of Securities," the Class B common stock, par value U.S. $0.0001 per share, of the issuer (the "Founder Shares") automatically convert into Class A common stock of the issuer ("Class A Common Stock") at the time of the issuer's initial business combination or earlier at the option of the holders thereof, on a one-for-one basis, subject to certain adjustments described therein, and have no expiration date.

F4 · derivative.expiration_date: On May 20, 2022, the issuer consummated its initial business combination (the "Business Combination") with Comera Life Sciences Holdings, Inc.. ("Holdco"), a Delaware corporation. In connection with the Business Combination, each Founder Share converted into Class A Common Stock.

Read SEC document
May 20, 2022 Filed May 20, 2022 16:35 UTC OTR Acquisition Corp. OTRA · Entity 127064 OtherClass B Common Stock · Derivative 1,305,918 $0.00 $0.00
Disclosure

SEC source: 0001104659-22-063406 · tm2215573-2_4seq1.xml · derivative · entry 3

Singer Nicholas Jason · CIK 0001828224 · Director · Chief Executive Officer

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnote

Disclosed balance after: 421,759

Underlying: Class A Common Stock · 1,305,918 shares

Expires not disclosed

F1 · derivative.exercise_price: As described in the OTR Acquisition Corp.'s registration statement on Form S-1 (File No. 333-248093) under the heading "Description of Securities," the Class B common stock, par value U.S. $0.0001 per share, of the issuer (the "Founder Shares") automatically convert into Class A common stock of the issuer ("Class A Common Stock") at the time of the issuer's initial business combination or earlier at the option of the holders thereof, on a one-for-one basis, subject to certain adjustments described therein, and have no expiration date.

F2 · kind: On May 19, 2022, OTR Acquisition Sponsor LLC (the "Sponsor") entered into a certain second amended and restated limited liability operating agreement (the "Amended LLC Agreement"). Prior to the Amended LLC Agreement, PC SPAC Holdings LLC, an entity controlled by the reporting person, was the sole managing member of the Sponsor. The Amended LLC Agreement provides that the Sponsor be managed by a board of managers consisting of three persons, including the reporting person. For the purposes of Rule 16a-(1), the reporting person is no longer a beneficial owner of the 1,305,918 shares of Class B common stock, par value U.S. $0.0001 per share, of OTR Acquisition Corp. held directly by the Sponsor, and disclaims beneficial ownership of such securities, except to the extent of his pecuniary interest therein.

F1 · derivative.exercise_date: As described in the OTR Acquisition Corp.'s registration statement on Form S-1 (File No. 333-248093) under the heading "Description of Securities," the Class B common stock, par value U.S. $0.0001 per share, of the issuer (the "Founder Shares") automatically convert into Class A common stock of the issuer ("Class A Common Stock") at the time of the issuer's initial business combination or earlier at the option of the holders thereof, on a one-for-one basis, subject to certain adjustments described therein, and have no expiration date.

F1 · derivative.expiration_date: As described in the OTR Acquisition Corp.'s registration statement on Form S-1 (File No. 333-248093) under the heading "Description of Securities," the Class B common stock, par value U.S. $0.0001 per share, of the issuer (the "Founder Shares") automatically convert into Class A common stock of the issuer ("Class A Common Stock") at the time of the issuer's initial business combination or earlier at the option of the holders thereof, on a one-for-one basis, subject to certain adjustments described therein, and have no expiration date.

F3 · ownership.nature: The securities are held indirectly by Nicholas J. Singer, who has sole voting and dispositive control of PC SPAC Holdings LLC.

Read SEC document
May 20, 2022 Filed May 20, 2022 16:35 UTC OTR Acquisition Corp. OTRA · Entity 127064 OtherClass A Common Stock 421,759 Not disclosed Not disclosed
Disclosure

SEC source: 0001104659-22-063406 · tm2215573-2_4seq1.xml · nonDerivative · entry 2

Singer Nicholas Jason · CIK 0001828224 · Director · Chief Executive Officer

10b5-1 filing: Not disclosed

Ownership: Indirect · PC SPAC Holdings LLC

Disclosed balance after: 0

F7 · price: In connection with the Business Combination closing, the reporting person exchanged each its shares of Class A Common Stock for 421,759 fully paid and non-assessable shares of Holdco Common Stock.

Read SEC document
May 20, 2022 Filed May 20, 2022 16:35 UTC OTR Acquisition Corp. OTRA · Entity 127064 ConversionClass A Common Stock 421,759 Not disclosed Not disclosed
Disclosure

SEC source: 0001104659-22-063406 · tm2215573-2_4seq1.xml · nonDerivative · entry 1

Singer Nicholas Jason · CIK 0001828224 · Director · Chief Executive Officer

10b5-1 filing: Not disclosed

Ownership: Indirect · PC SPAC Holdings LLC

Disclosed balance after: 421,759

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · price: As described in the OTR Acquisition Corp.'s registration statement on Form S-1 (File No. 333-248093) under the heading "Description of Securities," the Class B common stock, par value U.S. $0.0001 per share, of the issuer (the "Founder Shares") automatically convert into Class A common stock of the issuer ("Class A Common Stock") at the time of the issuer's initial business combination or earlier at the option of the holders thereof, on a one-for-one basis, subject to certain adjustments described therein, and have no expiration date.

F4 · price: On May 20, 2022, the issuer consummated its initial business combination (the "Business Combination") with Comera Life Sciences Holdings, Inc.. ("Holdco"), a Delaware corporation. In connection with the Business Combination, each Founder Share converted into Class A Common Stock.

Read SEC document
May 06, 2022 Filed May 10, 2022 08:52 UTC OTR Acquisition Corp. OTRA · Entity 127064 OtherWarrants · Derivative 5,055,123 $0.00 Strike: $11.50 $0.00
Disclosure

SEC source: 0001104659-22-057990 · tm2214998-2_4seq1.xml · derivative · entry 2

Singer Nicholas Jason · CIK 0001828224 · Director · Chief Executive Officer · 10% owner

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 762,634

Underlying: Class A Common Stock · 5,055,123 shares

Expires not disclosed

F2 · kind: On May 6, 2022, OTR Acquisition Sponsor LLC (the "Sponsor") transferred an aggregate of 1,305,920 shares of Class B common stock, par value U.S. $0.0001 per share, of OTR Acquisition Corp. ("Founder Shares") and 5,817,757 warrants previously held by the Sponsor to certain members of the Sponsor, including 421,759 Founder Shares and 762,634 warrants to the reporting person.

F4 · derivative.exercise_date: The warrants are not exercisable until 30 days after the issuer's initial business combination and expire five years from the consummation of the issuer's initial business combination.

F4 · derivative.expiration_date: The warrants are not exercisable until 30 days after the issuer's initial business combination and expire five years from the consummation of the issuer's initial business combination.

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May 06, 2022 Filed May 10, 2022 08:52 UTC OTR Acquisition Corp. OTRA · Entity 127064 OtherClass B Common Stock · Derivative 884,161 $0.00 $0.00
Disclosure

SEC source: 0001104659-22-057990 · tm2214998-2_4seq1.xml · derivative · entry 1

Singer Nicholas Jason · CIK 0001828224 · Director · Chief Executive Officer · 10% owner

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnote

Disclosed balance after: 1,727,677

Underlying: Class A Common Stock · 884,161 shares

Expires not disclosed

F1 · derivative.exercise_price: As described in the OTR Acquisition Corp.'s registration statement on Form S-1 (File No. 333-248093) under the heading "Description of Securities," the Class B common stock, par value U.S. $0.0001 per share, of the issuer (the "Founder Shares") will automatically convert into Class A common stock of the issuer at the time of the issuer's initial business combination or earlier at the option of the holders thereof, on a one-for-one basis, subject to certain adjustments described therein, and have no expiration date.

F2 · kind: On May 6, 2022, OTR Acquisition Sponsor LLC (the "Sponsor") transferred an aggregate of 1,305,920 shares of Class B common stock, par value U.S. $0.0001 per share, of OTR Acquisition Corp. ("Founder Shares") and 5,817,757 warrants previously held by the Sponsor to certain members of the Sponsor, including 421,759 Founder Shares and 762,634 warrants to the reporting person.

F1 · derivative.exercise_date: As described in the OTR Acquisition Corp.'s registration statement on Form S-1 (File No. 333-248093) under the heading "Description of Securities," the Class B common stock, par value U.S. $0.0001 per share, of the issuer (the "Founder Shares") will automatically convert into Class A common stock of the issuer at the time of the issuer's initial business combination or earlier at the option of the holders thereof, on a one-for-one basis, subject to certain adjustments described therein, and have no expiration date.

F1 · derivative.expiration_date: As described in the OTR Acquisition Corp.'s registration statement on Form S-1 (File No. 333-248093) under the heading "Description of Securities," the Class B common stock, par value U.S. $0.0001 per share, of the issuer (the "Founder Shares") will automatically convert into Class A common stock of the issuer at the time of the issuer's initial business combination or earlier at the option of the holders thereof, on a one-for-one basis, subject to certain adjustments described therein, and have no expiration date.

F3 · ownership.nature: Includes (i) 421,759 Founder Shares held directly by the reporting person, (ii) 1,305,918 Founder Shares held directly by the reporting person. The reporting person is a managing member of the Sponsor. As such, the reporting person may be deemed to have beneficial ownership of such shares. The reporting person disclaims any beneficial ownership of the reported shares other than to the extent of any pecuniary interest he may have therein, directly or indirectly.

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Value uses the disclosed total when available, otherwise shares × reported transaction price. It is not an estimate of exercise cash cost or investment performance.