Blue Holdings Sponsor LLC - Jun 12, 2025 Form 3 Insider Report for Blue Acquisition Corp/Cayman (BACC)

Role
10%+ Owner
Signature
/s/ Ketan Seth, Managing Member of Blue Holdings Management LLC, Managing Member of Blue Holdings Sponsor LLC
Stock symbol
BACC
Transactions as of
Jun 12, 2025
Transactions value $
$0
Form type
3
Date filed
6/12/2025, 08:02 PM
Next filing
Jun 18, 2025
SEC
View on sec.gov

Reporting Owners (3)

Name Relationship Address Signature Signature date CIK
Blue Holdings Sponsor LLC 10%+ Owner C/O BLUE ACQUISITION CORP., 1601 ANITA LANE, NEWPORT BEACH /s/ Ketan Seth, Managing Member of Blue Holdings Management LLC, Managing Member of Blue Holdings Sponsor LLC 2025-06-12 0002059049
Blue Holdings Management LLC 10%+ Owner C/O BLUE ACQUISITION CORP., 1601 ANITA LANE, NEWPORT BEACH /s/ Ketan Seth 2025-06-12 0002061893
Seth Ketan Chief Executive Officer, Director, 10%+ Owner C/O BLUE ACQUISITION CORP., 1601 ANITA LANE, NEWPORT BEACH /s/ Ketan Seth, Managing Member of Blue Holdings Management LLC, Managing Member of Blue Holdings Sponsor LLC 2025-06-12 0002059122

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
holding BACC Class B Ordinary Shares Jun 12, 2025 Class A Ordinary Shares 6.77M Direct F1, F2, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 As described in the registration statement on Form S-1 (File No. 333-287281) of Blue Acquisition Corp (the "Issuer") under the heading "Description of Securities--Founder Shares," the Class B ordinary shares will automatically convert into shares of 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.
F2 These shares represent the Class B ordinary shares held by Blue Holdings Sponsor LLC (the "Sponsor") acquired pursuant to a subscription agreement by and between the Issuer and the Sponsor. The Class B ordinary shares include up to 922,163 shares that are subject to forfeiture in the event the underwriters of the Issuer's initial public offering do not exercise in full their over-allotment option as described in the Issuer's registration statement.
F3 The Sponsor is the record holder of the shares reported herein. Blue Holdings Management LLC is the managing member of the Sponsor. Ketan Smith is the managing member of Blue Holdings Management LLC and holds voting and investment discretion with respect to the Class B ordinary shares held of record by the Sponsor. Mr.Seth disclaims any beneficial ownership except for his pecuniary interest therein.