Parsec Acquisitions Sponsor, LLC - 08 Oct 2021 Form 3 Insider Report for Parsec Capital Acquisitions Corp. (PCXCU)

Role: 10%+ Owner
Signature: Parsec Acquisitions Sponsor, LLC, /s/ Bruce Bent its Managing Member
Issuer symbol: PCXCU
Transactions as of: 08 Oct 2021
Transactions value $: $0
Form type: 3
Filing time: 25 Oct 2021, 10:03:16 UTC
Next filing: 15 Dec 2021
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	PCXCU	Class B common stock, par value $0.0001 per share							08 Oct 2021	Class A common stock, par value $0.0001 per share	1.66M		Direct	F1
holding	PCXCU	Warrants							08 Oct 2021	Class A common stock, par value $0.0001 per share	4.37M	$11.50	Direct	F2, F3, F4

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	As described in the issuer's registration statement on Form S-1 (File No. 333-257766) under the heading "Founder Shares", the shares of Class B common stock will automatically convert into shares of Class A common stock at the time of the Issuer's initial business combination on a one-for-one basis, subject to certain adjustments described therein and have no expiration.
F2	Pursuant to a private placement, Parsec Capital Acquisitions Sponsor, LLC (the "Sponsor") agreed to purchase 4,518,750 placement warrants at a price of $1.00 per warrant for an aggregate purchase price of $4,518,750. The Sponsor transferred 22,500 placement warrants to each of the independent directors, 36,000 placement warrants to the Issuer's Chief Executive Officer, and 24,000 placement warrants to the Issuer's Chief Financial Officer.
F3	The warrants will become exercisable on the later of (i) October 5, 2022, which is one year after the date that the registration statement was declared effective by the SEC; and (ii) the 30 days after the consummation by the Issuer of a business combination.
F4	The warrants expire at 5:00 p.m., New York City time on the earlier to occur of: (x) the date that is five (5) years after the date on which the Issuer completes its business combination, (y) the liquidation of the Issuer in accordance with the Issuer's amended and restated certificate of incorporation, as amended and/or restated from time to time, if the Issuer fails to complete a business combination, or (z) the redemption date (as defined the Private Placement Warrant Purchase Agreement).