UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. )*
JAWS Hurricane Acquisition Corporation
(Name of Issuer)
Class A common stock, par value $0.0001 per
share
(Title of Class of Securities)
47201B103
(CUSIP Number)
December 31, 2021
(Date of Event Which Requires Filing of this Statement)
Check the Appropriate Box to Designate the Rule Pursuant to Which this Schedule Is Filed:
| ☐ | Rule 13d-1(b) |
| ☐ | Rule 13d-1(c) |
| ☒ | Rule 13d-1(d) |
* The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
|
1. |
Names of Reporting Persons
Hurricane Sponsor LLC |
| 2. |
Check The Appropriate Box if a Member of a Group (See Instructions)
(a) ☐ (b) ☐
|
| 3. |
SEC Use Only
|
| 4. |
Citizenship or Place of Organization
Delaware |
| Number of Shares Beneficially Owned By Each Reporting Person With | 5. |
Sole Voting Power
11,606,250(1) |
| 6. |
Shared Voting Power
0 |
|
| 7. |
Sole Dispositive Power
11,606,250(1) |
|
| 8. |
Shared Dispositive Power
0 |
| 9. |
Aggregate Amount Beneficially Owned by Each Reporting Person
11,606,250 |
| 10. |
Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares ☐
|
| 11. |
Percent of Class Represented By Amount in Row (9)
26.85%(1)(2) |
| 12. |
Type of Reporting Person (See Instructions)
PN |
Remarks:
(1) Represents 11,606,250 shares of Class A Common Stock issuable in respect of (i) 7,856,250 shares of Class B Common Stock, par value $0.0001 per share (“Class B Common Shares”), which are convertible one-for-one into shares of Class A Common Stock at the time of the Issuer’s initial business combination and (ii) 3,750,000 private placement warrants to acquire shares of Class A common stock upon payment of $11.50 per share (“Private Placement Warrants”), commencing on the later of (a) 30 days after completion of the Issuer’s initial business combination and (b) one year from the closing of the Issuer’s initial public offering.
(2) Calculated based on (i) 31,625,000 shares of Class A Common Stock outstanding as of November 15, 2021 as reported on the Issuer’s Form 10-Q, filed on November 15, 2021 and (ii) 11,606,250 shares of Class A Common Stock issuable in respect of the Class B Common Shares and Private Placement Warrants beneficially owned by the Reporting Persons.
1
| Number of Shares Beneficially Owned By Each Reporting Person With | 5. |
Sole Voting Power
0
|
| 6. |
Shared Voting Power
11,606,250(1)
|
|
| 7. |
Sole Dispositive Power
0
|
|
| 8. |
Shared Dispositive Power
11,606,250(1)
|
| 9. |
Aggregate Amount Beneficially Owned by Each Reporting Person
11,606,250
|
| 10. |
Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares ☐
|
| 11. |
Percent of Class Represented By Amount in Row (9)
26.85%(1)(2)
|
| 12. |
Type of Reporting Person (See Instructions)
IN
|
(1) Represents 11,606,250 shares of Class A Common Stock issuable in respect of 7,856,250 shares of Class B Common Stock and (ii) 3,750,000 Private Placement Warrants.
(2) Calculated based on (i) 31,625,000 shares of Class A Common Stock outstanding as of November 15, 2021 as reported on the Issuer’s Form 10-Q, filed on November 15, 2021 and (ii) 11,606,250 shares of Class A Common Stock issuable in respect of the Class B Common Shares and Private Placement Warrants beneficially owned by the Reporting Persons.
2
| Item 1(a). | Name of Issuer |
| JAWS Hurricane Acquisition Corporation | |
| Item 1(b). | Address of the Issuer’s Principal Executive Offices |
|
1601 Washington Avenue, Suite 800 Miami Beach, FL, 33139 |
|
| Item 2(a). | Names of Persons Filing |
|
This statement is filed by the entities and persons listed below, all of whom together are referred to herein as the “Reporting Persons”: |
|
| (i) Hurricane Sponsor LLC | |
| (ii) Barry S. Sternlicht | |
| Item 2(b). | Address of the Principal Business Office, or if none, Residence: |
|
1601 Washington Avenue, Suite 800 Miami Beach, FL, 33139 |
|
| Item 2(c). | Citizenship |
| See responses to Item 4 on each cover page. | |
| Item 2(d). | Title of Class of Securities |
| Class A Common Stock | |
| Item 2(e). | CUSIP Number |
| 47201B103 | |
| Item 3. | If this statement is filed pursuant to Rules 13d-1(b), or 13d-2(b) or (c), check whether the person filing is a(n): |
| Not Applicable. |
| Item 4. | Ownership |
| (a) | Amount beneficially owned: 11,606,250 |
| (b) | Percent of Class: 26.85% |
| (c) | Number of shares as to which the Reporting Person has: |
| (i) | Sole power to vote or to direct the vote: | |
| See responses to Item 5 on each cover page. |
| (ii) |
Shared power to vote or to direct the vote:
|
|
| See responses to Item 6 on each cover page. |
| (iii) |
Sole power to dispose or to direct the disposition of:
|
|
| See responses to Item 7 on each cover page. |
| (iv) |
Shared power to dispose or to direct the disposition of:
|
|
| See responses to Item 8 on each cover page. | ||
| The reported securities are directly held by Hurricane Sponsor LLC. Barry S. Sternlicht is the sole member of Hurricane Sponsor LLC, and, as such, may be deemed to have beneficial ownership of the securities held directly by the Sponsor. Notwithstanding the foregoing, this Statement shall not be construed as an admission that either of the Reporting Persons is the beneficial owner of any securities covered by this Statement. |
3
| Item 5. | Ownership of Five Percent or Less of a Class |
| Not Applicable. | |
| Item 6. | Ownership of More than Five Percent on Behalf of Another Person |
| Not Applicable. | |
| Item 7. | Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company |
| Not Applicable. | |
| Item 8. | Identification and Classification of Members of the Group |
| Not Applicable. | |
| Item 9. | Notice of Dissolution of Group |
| Not Applicable. |
4
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
Dated: February 11, 2022
| HURRICANE SPONSOR LLC | ||
| By: |
/s/ Michael Racich |
|
| Name: | Michael Racich | |
| Title: | Authorized Signatory | |
5
EXHIBIT LIST
| Exhibit A | Joint Filing Agreement, dated as of February 11, 2022 |
6
EXHIBIT A
JOINT FILING AGREEMENT
This will confirm the agreement by and among the undersigned that the Schedule 13G filed with the Securities and Exchange Commission on or about the date hereof with respect to the beneficial ownership by the undersigned of the shares of Class A common stock of JAWS Hurricane, Inc. (this “Agreement”), is being filed, and all amendments thereto will be filed, on behalf of each of the persons and entities named below that is named as a reporting person in such filing in accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended. This Agreement may be executed in two or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument.
Dated: February 11, 2022
| HURRICANE SPONSOR LLC | ||
| By: | /s/ Michael Racich | |
| Name: | Michael Racich | |
| Title: | Authorized Signatory | |
| BARRY S. STERNLICHT | ||
| By: | /s/ Barry S. Sternlicht | |
| Name: | Barry S. Sternlicht | |