CGCT (NASDAQ: CGCT) affiliates boost stake with share and warrant buys
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
Cartesian Growth Corp III entities reported significant open-market purchases of shares and warrants. Pangaea Three-B, LP bought 200,000 Class A ordinary shares on April 15 and April 16 at about $10.32 per share, increasing its indirect Class A holdings to 1,471,000 shares. Pangaea also purchased 215,585 warrants over April 15–17 at prices from $0.76 to $0.90 per warrant, bringing its warrant position to 324,120 warrants exercisable at $11.50 for Class A shares. Separately, the sponsor holds 6,800,000 Class B ordinary shares and 4,400,000 private placement warrants that are convertible into Class A shares as described, with Peter Yu and Pangaea noted as controlling entities while disclaiming beneficial ownership beyond their pecuniary interests.
Positive
- None.
Negative
- None.
Insider Trade Summary
Net Buyer: 415,585 shares ($2,248,148)
Net Buy
8 txns
Insider
CGC III Sponsor LLC, Yu Peter, Pangaea Three-B, LP
Role
10% Owner | Chairman and CEO | 10% Owner
Bought
415,585 shs ($2.25M)
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Purchase | Warrants | 28,522 | $0.90 | $26K |
| Purchase | Warrants | 152,100 | $0.86 | $131K |
| Purchase | Class A ordinary shares | 100,000 | $10.327 | $1.03M |
| Purchase | Warrants | 34,963 | $0.76 | $27K |
| Purchase | Class A ordinary shares | 100,000 | $10.324 | $1.03M |
| holding | Class B ordinary shares | -- | -- | -- |
| holding | Class B ordinary shares | -- | -- | -- |
| holding | Warrants | -- | -- | -- |
Holdings After Transaction:
Warrants — 324,120 shares (Indirect, See footnote);
Class A ordinary shares — 1,471,000 shares (Indirect, See footnote);
Class B ordinary shares — 6,800,000 shares (Direct);
Class B ordinary shares — 100,000 shares (Indirect, See footnote);
Warrants — 4,400,000 shares (Direct)
Footnotes (1)
- Represents Class A ordinary shares of Cartesian Growth Corporation III (the "Issuer") held directly by Pangaea Three-B, LP ("Pangaea"). Pangaea is controlled by Peter Yu. Consequently, Mr. Yu may be deemed to share voting and dispositive control over the securities held by Pangaea, and thus to share beneficial ownership of such securities. Mr. Yu disclaims beneficial ownership of such securities except to the extent of its or his pecuniary interest therein. The Class B ordinary shares of the Issuer have no expiration date and will automatically convert into Class A ordinary shares concurrently with or immediately following the consummation of the Issuer's initial business combination, or earlier at the option of the holder, on a one-for-one basis, subject to adjustment, as described in the Registration Statement on Form S-1 (File No. 333-284565) (the "Registration Statement") related to the Issuer's initial public offering (the "IPO"). Represents 6,800,000 Class B ordinary shares held directly by the Sponsor and 100,000 Class B ordinary shares held directly by CGC III Sponsor DirectorCo LLC ("DirectorCo") (of which 90,000 shares are held by DirectorCo for the benefit of the Issuer's independent directors). The Sponsor is the sole managing member of DirectorCo. Pangaea is the sole member of the Sponsor and is controlled by Peter Yu. Consequently, each of Pangaea and Mr. Yu may be deemed to share voting and dispositive control over the securities held by the Sponsor and DirectorCo, and thus to share beneficial ownership of such securities. Each of Pangaea and Mr. Yu disclaims beneficial ownership of such securities except to the extent of its or his pecuniary interest therein. Each warrant becomes exercisable on the later of one year after the closing of the Issuer's initial public offering or 30 days after the completion of an initial business combination, as described in the Issuer's prospectus filed with the SEC. The warrants expire five years after the completion of an initial business combination, or earlier upon redemption or liquidation, as described in the Issuer's prospectus filed with the SEC. Represents 4,400,000 private placement warrants held directly by the Sponsor. Pangaea is the sole member of the Sponsor and is controlled by Peter Yu. Consequently, each of Pangaea and Mr. Yu may be deemed to share voting and dispositive control over the securities held by the Sponsor, and thus to share beneficial ownership of such securities. Each of Pangaea and Mr. Yu disclaims beneficial ownership of such securities except to the extent of its or his pecuniary interest therein. Represents 108,535 warrants held directly by Pangaea. Pangaea is controlled by Peter Yu. Consequently, Mr. Yu may be deemed to share voting and dispositive control over the securities held by Pangaea, and thus to share beneficial ownership of such securities. Mr. Yu disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein.
Key Figures
Class A shares purchased: 200,000 shares
Warrants purchased: 215,585 warrants
Class A share prices: $10.324–$10.327 per share
+5 more
8 metrics
Class A shares purchased
200,000 shares
Open-market purchases on April 15 and April 16
Warrants purchased
215,585 warrants
Open-market purchases April 15–17 linked to Class A shares
Class A share prices
$10.324–$10.327 per share
Prices paid for Class A ordinary shares in April trades
Warrant prices
$0.76–$0.90 per warrant
Prices paid for warrants acquired in April
Post-trade Class A holdings
1,471,000 shares
Indirect Class A ordinary shares after April 16 purchase
Post-trade warrant holdings
324,120 warrants
Warrants held by Pangaea following April 17 transaction
Class B ordinary shares
6,800,000 direct; 100,000 indirect
Class B holdings convertible into Class A shares
Private placement warrants
4,400,000 warrants
Held directly by the sponsor, exercisable into Class A
Key Terms
Class B ordinary shares, private placement warrants, beneficial ownership, dispositive control, +1 more
5 terms
private placement warrants financial
"Represents 4,400,000 private placement warrants held directly by the Sponsor."
Private placement warrants are tradable coupons given directly to a limited group of investors that let the holder buy a company's shares at a fixed price before a set expiration date. They matter to investors because they can provide extra upside if the stock rises and give companies a way to raise money outside a public offering, but they also can increase the number of shares outstanding (dilution) and therefore affect share value and investor returns.
beneficial ownership financial
"thus to share beneficial ownership of such securities. Mr. Yu disclaims beneficial ownership of such securities"
Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.
dispositive control financial
"may be deemed to share voting and dispositive control over the securities held by Pangaea"
pecuniary interest financial
"disclaims beneficial ownership of such securities except to the extent of its or his pecuniary interest therein."
FAQ
What insider transactions did CGCT report in this Form 4?
The filing shows Pangaea Three-B, LP bought 200,000 Class A ordinary shares and 215,585 warrants in open-market transactions. These purchases increased its indirect holdings of both Class A shares and warrants linked to Cartesian Growth Corp III.
How is Peter Yu connected to the CGCT securities reported in this Form 4?
The filing states Peter Yu controls Pangaea, which in turn controls the sponsor. He may be deemed to share voting and dispositive power over these securities but disclaims beneficial ownership except to the extent of his pecuniary interest.