New Providence Holdings III, Llc - Apr 23, 2025 Form 3 Insider Report for New Providence Acquisition Corp. III/Cayman (NPAC)

Role: 10%+ Owner
Signature: /s/ New Providence Holdings III, LLC, By: Alexander Coleman, its managing manager
Stock symbol: NPAC
Transactions as of: Apr 23, 2025
Transactions value $: $0
Form type: 3
Date filed: 4/23/2025, 07:30 PM
Next filing: Apr 28, 2025
SEC: View on sec.gov

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	NPAC	Class B Ordinary Shares							Apr 23, 2025	Class A Ordinary Shares	7.5M		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. 333-286411) of New Providence Acquisition Corp. III (the "Issuer") under the heading "Description of Securities--Founder Shares," the shares of 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. The Class B ordinary shares have no expiration date.
F2	These shares represent the Class B ordinary shares held by New Providence Holdings III, 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 978,750 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	Alexander Coleman and Gary P. Smith are the managing members of the Sponsor. Mr. Coleman and Mr. Smith hold voting and investment discretion with respect to the ordinary shares held of record by the Sponsor. As such, Mr. Coleman and Mr. Smith may be deemed to have beneficial ownership of the securities held of record by the Sponsor. The reporting persons disclaim beneficial ownership of the securities reported herein, except to the extent of their pecuniary interest therein.