Catalyst Sponsor buys 270K shares at $10 each
Rhea-AI Filing Summary
Catalyst Acquisition Corp. (CATLU) reports that major shareholder Catalyst Sponsor LLC purchased 270,000 Class A ordinary shares at $10.00 per share through private placement units, and also acquired 270,000 rights that may convert into 38,571 Class A shares upon consummation of the company’s initial business combination. The Sponsor’s managing members collectively control voting and dispositive decisions under a “rule of three” structure and are not individually deemed beneficial owners of these securities.
Positive
- None.
Negative
- None.
Insights
Analyzing...
Insider Trade Summary
Net Buyer: 540,000 shares
Net Buy
2 txns
Insider
Catalyst Sponsor LLC
Role
10% Owner
Bought
540,000 shs
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Purchase | Right to receive one-seventh of one Class A ordinary share F3, F2 | 270,000 | -- | -- |
| Purchase | Class A ordinary shares F1, F2 | 270,000 | $10.00 | $2.70M |
Holdings After Transaction:
Right to receive one-seventh of one Class A ordinary share — 270,000 contracts (Direct);
Class A ordinary shares — 270,000 shares (Direct)
Footnotes (3)
- F1. Reflects the 270,000 Class A ordinary shares of Catalyst Acquisition Corp. (the "Issuer") that are included in the 270,000 private placement units of the Issuer purchased by Catalyst Sponsor LLC ("Sponsor"). Each private placement unit was purchased for $10 per unit and consists of one Class A ordinary share and one right to receive one-seventh (1/7) of one Class A ordinary share upon consummation of the Issuer's initial business combination.
- F2. Each of Steven P. Beeks, Nicolas A. van Dyk and Craig A. Elson is a managing member of the Sponsor. Any action by the Sponsor with respect to the securities held by the Sponsor, including voting and dispositive decisions, requires a majority vote of the managing members. Under the so-called "rule of three," because voting and dispositive decisions are made by a majority of the Sponsor's managing members, none of the managing members of the Sponsor is deemed to be a beneficial owner of the Sponsor's securities, even those in which such managing member holds a pecuniary interest. Accordingly, none of the managing members of the Sponsor is deemed to have or share beneficial ownership of the securities held by the Sponsor.
- F3. Represents the 38,571 Class A ordinary shares, which may be acquired by Sponsor upon the conversion of 270,000 rights (included in the Sponsor's private placement units) upon consummation of the registrant's initial business combination. As described in the Registration Statement under the heading "Description of Securities-Share Rights," each right will automatically convert into one-seventh (1/7) of one Class A ordinary share upon consummation of the Issuer's initial business combination, subject to certain adjustments described therein. No fractional Class A ordinary shares will be issued upon conversion of such rights.
Key Figures
Class A shares purchased: 270,000 shares
Purchase price per unit: $10.00 per unit
Rights acquired: 270,000 rights
+2 more
5 metrics
Class A shares purchased
270,000 shares
Class A ordinary shares purchased by Catalyst Sponsor LLC on 2026-07-29
Purchase price per unit
$10.00 per unit
Price for each private placement unit including one share and one right
Rights acquired
270,000 rights
Rights included in 270,000 private placement units acquired by the Sponsor
Shares underlying rights
38,571 Class A shares
Class A ordinary shares issuable upon conversion of 270,000 rights at one-seventh per right
Net shares bought (all securities)
540,000 securities
Total derivative and non-derivative transaction shares reported as purchases
Key Terms
private placement units, beneficial owner, initial business combination, rule of three, +1 more
5 terms
private placement units financial
"Reflects the 270,000 Class A ordinary shares ... included in the 270,000 private placement units"
beneficial owner financial
"none of the managing members of the Sponsor is deemed to be a beneficial owner"
A beneficial owner is the person who ultimately owns or controls a financial asset or property, even if their name isn't directly on official documents. Think of it like someone who secretly holds the keys to a safe deposit box—others may appear to have access, but the true owner is the one who benefits from what's inside. Identifying beneficial owners helps ensure transparency and prevent illegal activities like money laundering or fraud.
initial business combination financial
"upon consummation of the Issuer's initial business combination"
An initial business combination is the deal in which a special-purpose acquisition company (SPAC) merges with or acquires an operating business to bring that business onto public markets. Think of the SPAC as an empty shell that raises money from investors, then uses that cash to buy a private company—this transaction turns the private company into a public one and often changes its ownership, valuation, and access to capital, so investors should watch for shifts in risk, future growth prospects, and shareholder rights.
rule of three financial
"Under the so-called "rule of three," because voting and dispositive decisions"
dispositive decisions financial
"Any action by the Sponsor with respect to the securities held ... including voting and dispositive decisions"
FAQ
What insider transactions were reported for Catalyst Acquisition Corp. (CATLU) on this Form 4?
Catalyst Sponsor LLC reported buying 270,000 Class A ordinary shares at $10.00 each and acquiring 270,000 rights tied to those units. These rights may convert into 38,571 Class A shares if Catalyst Acquisition Corp. completes its initial business combination.
What do the rights acquired by Catalyst Sponsor LLC in CATLU represent?
The Sponsor acquired 270,000 rights, each providing the right to receive one-seventh (1/7) of a Class A share. In total, these rights represent 38,571 Class A ordinary shares, automatically issuable if Catalyst Acquisition Corp. consummates its initial business combination.
Who controls voting and dispositive decisions for the CATLU securities held by Catalyst Sponsor LLC?
Voting and dispositive decisions for these CATLU securities are made by a majority of the Sponsor’s managing members: Steven P. Beeks, Nicolas A. van Dyk, and Craig A. Elson. Under the disclosed “rule of three,” none is individually deemed a beneficial owner.
Are the managing members of Catalyst Sponsor LLC individually considered beneficial owners of CATLU shares?
According to the disclosure, the managing members are not deemed beneficial owners of the Sponsor’s CATLU securities. Because decisions require a majority under the “rule of three,” none of Steven P. Beeks, Nicolas A. van Dyk, or Craig A. Elson is treated as having or sharing beneficial ownership.
AI-generated analysis. How Rhea-AI works. Not financial advice.
