Auxo Capital Managers LLC - Apr 10, 2025 Form 4 Insider Report for SK Growth Opportunities Corp (SKGR)

Role
10%+ Owner
Signature
/s/ Auxo Capital Managers LLC by Richard Chin, Manager /s/ Richard Chin
Stock symbol
SKGR
Transactions as of
Apr 10, 2025
Transactions value $
$0
Form type
4
Date filed
4/14/2025, 07:22 PM
Previous filing
Aug 10, 2022

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction SKGR Class A Ordinary Shares Conversion of derivative security +2.87M 2.87M Apr 10, 2025 See footnote F1, F2
transaction SKGR Class A Ordinary Shares Other +3.39M 3.39M Apr 10, 2025 See footnote F2, F4
transaction SKGR Class A Ordinary Shares Other $0 -3.39M -100% $0.00 0 Apr 10, 2025 See footnote F2, F5
transaction SKGR Class A Ordinary Shares Other $0 +375K $0.00 375K Apr 10, 2025 See footnote F6, F7
transaction SKGR Class A Ordinary Shares Disposed to Issuer -375K -100% 0 Apr 10, 2025 See footnote F1, F7
transaction SKGR Class A Ordinary Shares Other $0 +75K $0.00 75K Apr 10, 2025 See footnote F6, F8
transaction SKGR Class A Ordinary Shares Disposed to Issuer -75K -100% 0 Apr 10, 2025 See footnote F1, F8

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 SKGR Class B Ordinary Shares Other $0 -2.28M -44.26% $0.00 2.87M Apr 10, 2025 Class A Ordinary Shares 2.28M See footnote F1, F2, F3
transaction SKGR Class B Ordinary Shares Conversion of derivative security $0 -2.87M -100% $0.00 0 Apr 10, 2025 Class A Ordinary Shares 2.87M See footnote F1, F2
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Auxo Capital Managers LLC is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id Content
F1 Pursuant to the Business Combination Agreement by and among the Issuer, Webull Corporation ("Webull"), Feather Sound I Inc. and Feather Sound II Inc. dated as of February 27, 2024, as amended (the "BCA"), on April 10, 2025 (the "Closing Date"), the Issuer consummated its initial business combination with Webull (the "Business Combination"). On the Closing Date, each Class B ordinary share of the Issuer was automatically converted into Class A ordinary shares of Issuer on a one-to-one basis.
F2 The reported securities are directly held by Auxo Capital Managers LLC ("Auxo"), which is wholly-owned by Auxo Capital Inc., a Delaware corporation. Derek Jensen and Richard Chin, as managers of Auxo have voting and investment discretion of the shares held of record by Auxo and may be deemed to have shared beneficial ownership of such shares. Each of the foregoing (other than to the extent it directly holds securities reported herein) expressly disclaim beneficial ownership of the reported securities except to the extent of its pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purpose.
F3 On the Closing Date, 2,279,536 Class B ordinary shares of the Issuer were surrendered and cancelled for no further consideration pursuant to the Sponsor Support Agreement executed concurrently with the BCA by the Issuer, Webull and the holders of Class B ordinary shares of the Issuer (the "Sponsor Support Agreement") and certain non-redemption agreements by and among the Issuer, Auxo and several unaffiliated third parties, which surrender and cancellation is exempt from Section 16 pursuant to Rule 16b-6(d) and Rule 16a-4(d) promulgated under the Securities Exchange Act of 1934, as amended.
F4 Pursuant to the Sponsor Support Agreement, a non-interest bearing loan in the amount of $5,240,000 made by Auxo to the Issuer (the "Overfunding Loan") in connection with the Issuer's initial public offering was settled on the Closing Date by converting the Overfunding Loan into Class A ordinary shares of the Issuer at a conversion price of $10.00 per share.
F5 Represents an in-kind distribution of the Issuer's Class A ordinary shares by Auxo to its parties in accordance with its operating agreement (the "Distribution").
F6 Represents the receipt of shares pursuant to the Distribution.
F7 The reported securities are directly held by Mr. Chin.
F8 The reported securities are directly held by Mr. Jensen.