Sponsor control shifts at SIM Acquisition Corp. I (SIMA) as Eric Newman named manager

Rhea-AI Filing Summary

SIM Acquisition Corp. I reported an administrative change in the control of its sponsor entity rather than a traditional buy or sell of shares. The Form 4 shows a code J "other" transaction involving Class B ordinary shares, with 7,526,669 Class B ordinary shares reported as held directly after the event.

Footnotes explain that on January 28, 2026, certain accredited investors acquired all membership interests in SIM Sponsor 1 LLC and in Conroy Partners LLC, the sponsor’s managing member. As a result, Eric Newman became the manager of Conroy Partners LLC and now holds voting and investment discretion over the ordinary shares held of record by the sponsor, and may be deemed to beneficially own those securities to the extent of his pecuniary interest, which he otherwise disclaims.

The filing also notes that 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 holder’s option, on a one-for-one basis, subject to adjustments, and that these Class B shares have no expiration date.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

SIM Sponsor 1 LLC

(Last) (First) (Middle)

C/O DOMINARI HOLDINGS INC.

725 FIFTH AVE, 23RD FLOOR

(Street)

NEW YORK NY 10022

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
SIM Acquisition Corp. I [ SIMA ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
01/28/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Class B Ordinary Shares	(1)	01/28/2026		J(2)		0		(1)	(1)	Class A Ordinary Shares	0	$0	7,526,669	D(2)

1. Name and Address of Reporting Person^*

SIM Sponsor 1 LLC

(Last) (First) (Middle)

C/O DOMINARI HOLDINGS INC.

725 FIFTH AVE, 23RD FLOOR

(Street)

NEW YORK NY 10022

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

Newman Eric

(Last) (First) (Middle)

C/O DOMINARI HOLDINGS INC.

725 FIFTH AVE, 23RD FLOOR

(Street)

NEW YORK NY 10022

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

Explanation of Responses:

1. The Class B ordinary shares will automatically convert into Class A ordinary shares at the time of the Issuer's initial business combination, or at any time prior to the Issuer's initial business combination, at the option of the holder, on a one-for-one basis, subject to certain adjustments. The Class B ordinary shares have no expiration date.

2. On January 28, 2026, certain accredited investors acquired all of the membership interests in SIM Sponsor 1 LLC (the "Sponsor") and all of the membership interests of Conroy Partners LLC, the managing member of the Sponsor. This form is being filed to reflect the new manager of Conroy Partners LLC. Eric Newman is the manager of Conroy Partners LLC and holds voting and investment discretion with respect to the ordinary shares held of record by the Sponsor. As such, Mr. Newman may be deemed to have beneficial ownership of the securities held of record by the Sponsor. Mr. Newman disclaims any beneficial ownership of the securities held of record by the Sponsor except to the extent of his pecuniary interest therein.

	/s/ Eric Newman, Manager of Conroy Partners LLC, the Managing Member of SIM Sponsor 1 LLC	02/19/2026
	/s/ Eric Newman	02/19/2026
	** Signature of Reporting Person	Date
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FAQ

What insider transaction did SIM Acquisition Corp. I (SIMA) report on this Form 4?

SIM Acquisition Corp. I reported an administrative "other" transaction (code J) related to its sponsor’s ownership, not a typical share purchase or sale. The filing reflects a change in control of SIM Sponsor 1 LLC and its managing member, Conroy Partners LLC.

How many SIM Acquisition Corp. I Class B shares are reported after the transaction?

The Form 4 reports 7,526,669 Class B ordinary shares held directly following the transaction. This figure reflects the sponsor-related holdings after the ownership change in SIM Sponsor 1 LLC and does not indicate any new shares bought or sold in this event.

What role does Eric Newman have in SIM Acquisition Corp. I’s sponsor structure?

Eric Newman is the manager of Conroy Partners LLC, which manages SIM Sponsor 1 LLC. He holds voting and investment discretion over the ordinary shares held of record by the sponsor and may be deemed a beneficial owner, subject to his pecuniary interest disclaimer.

Do SIM Acquisition Corp. I’s Class B ordinary shares convert into Class A shares?

Yes. The Class B ordinary shares automatically convert into Class A ordinary shares at the time of the initial business combination, or earlier at the holder’s option, on a one-for-one basis, subject to adjustments. The Class B shares have no expiration date noted.

Did the SIMA Form 4 filing show any insider buying or selling of shares?

No traditional buying or selling was reported. The transaction is coded J as an "other" acquisition or disposition, reflecting a transfer of membership interests in the sponsor entities. It is primarily an administrative update to reflect the new manager with voting discretion.

Why does Eric Newman disclaim beneficial ownership in the SIMA Form 4?

Eric Newman disclaims beneficial ownership of securities held of record by the sponsor except to the extent of his pecuniary interest. This standard legal language clarifies that his reported beneficial ownership is limited to any direct economic interest he has in those sponsor-held shares.