EGH Sponsor LLC - May 12, 2025 Form 4 Insider Report for EGH Acquisition Corp. (EGHA)

Role
10%+ Owner
Signature
/s/ Andrew B. Lipsher, as authorized signer of EGH Sponsor LLC
Stock symbol
EGHA
Transactions as of
May 12, 2025
Transactions value $
$3,500,000
Form type
4
Date filed
5/12/2025, 09:25 PM
Previous filing
May 8, 2025
Next filing
Jun 25, 2025

Reporting Owners (5)

Name Relationship Address Signature Signature date CIK
EGH Sponsor LLC 10%+ Owner 7901 4TH STREET NORTH, SUITE NO. 12820, ST. PETERSBURG /s/ Andrew B. Lipsher, as authorized signer of EGH Sponsor LLC 2025-05-12 0002052540
EGH Management LLC 10%+ Owner 7901 4TH STREET NORTH, SUITE NO. 12820, ST. PETERSBURG /s/ Andrew B. Lipsher, as authorized signer of EGH Management LLC 2025-05-12 0002062876
Energy Growth Holdings LLC 10%+ Owner 7901 4TH STREET NORTH, SUITE NO. 12820, ST. PETERSBURG /s/ Andrew B. Lipsher, as managing member of Energy Growth Holdings LLC 2025-05-12 0002052541
LIPSHER ANDREW B Chief Executive Officer, Director, 10%+ Owner 7901 4TH STREET NORTH, SUITE NO. 12820, ST. PETERSBURG /s/ Andrew B. Lipsher** 2025-05-12 0001066144
Cubbage Vincent T. Chairman & CFO, Director, 10%+ Owner 7901 4TH STREET NORTH, SUITE NO. 12820, ST. PETERSBURG /s/ Vincent T. Cubbage** 2025-05-12 0001588838

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction EGHA Class A Ordinary Shares Purchase $3.5M +350K $10.00 350K May 12, 2025 See footnote F1, F2

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction EGHA Rights to receive Class A ordinary shares Purchase +350K +6.09% 6.1M May 12, 2025 Class A ordinary shares 35K Direct F3, F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Reflects the 350,000 Class A ordinary shares of EGH Acquisition Corp. (the "Issuer") that are included in the 350,000 private placement units of the Issuer purchased by EGH Sponsor LLC ("Sponsor") on May 12, 2025. Each private placement unit was purchased for $10 per unit and consists of one Class A ordinary share and one right to receive one-tenth (1/10) of one Class A ordinary share upon consummation of the Issuer's initial business combination, as described in the registration statement on Form S-1 (File No. 333-286583).
F2 EGH Sponsor LLC, our sponsor, is the record holder of such shares. The managing member of our sponsor is EGH Management LLC, and the managing member of EGH Management LLC is Energy Growth Holdings LLC. Mr. Andrew B. Lipsher, our Chief Executive Officer, and Mr. Vincent T. Cubbage, our Chairman and Chief Financial Officer, are the managing members of Energy Growth Holdings LLC, and hold voting and investment discretion with respect to the ordinary shares held of record by the sponsor. As such, Mr. Lipsher and Mr. Cubbage may be deemed to have beneficial ownership of the securities held of record by the Sponsor. Mr. Lipsher and Mr. Cubbage disclaim any beneficial ownership except to the extent of their pecuniary interest therein.
F3 Represents the 35,000 Class A ordinary shares, which may be acquired by Sponsor upon the conversion of 350,000 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-tenth (1/10) of one Class A ordinary share upon consummation of the Issuer's initial business combination, subject to certain adjustments described therein and have no expiration date. No fractional Class A ordinary shares will be issued upon conversion of such rights.
F4 Represents (i) the 350,000 rights referred to in footnotes 1 and 3 and (ii) 5,750,000 Class B ordinary shares held by the Sponsor (up to 750,000 Class B shares are subject to forfeiture if the underwriter's over-allotment option is not exercised in full) acquired pursuant to a subscription agreement by and between the Issuer and the Sponsor.