Home > Insider Trading > Filing (0001104659-23-129312)

Filing Details

Accession Number:: 0001104659-23-129312
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2023-12-26 18:01:22
Reporting Period:: 2023-12-21

Accepted Time:: 2023-12-26 18:01:22
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1855467	Chavant Capital Acquisition Corp.	MOBX	()	DE

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1855211	Chavant Capital Partners Llc	445 Park Avenue, 9Th Floor New York NY 10022		No	No	Yes	No

Reported Non-Derivative Transactions

Show Other Fields >>

Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership
Class A Common Stock	Disposition	2023-12-21	658,631	$0.00	922,182	No	4	J	Direct
Class A Common Stock	Acquisiton	2023-12-21	199,737	$10.00	1,121,919	No	4	P	Direct
Class A Common Stock	Acquisiton	2023-12-21	272,182	$0.00	1,394,101	No	4	J	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership
No	4	J	Direct
No	4	P	Direct
No	4	J	Direct

Reported Derivative Transactions

Show Other Fields >>

Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Class A Common Stock	Private Placement Warrants	Disposition	2023-12-21	2,394,332	$0.00	2,394,332	$11.50
Class A Common Stock	Make-Whole Shares (right to acquire)	Acquisiton	2023-12-21	199,737	$0.00	199,737	$10.00

Remaning Holdings	Exercise Date	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
0	2024-01-21	2028-12-21	No	4	J	Direct
199,737			No	4	J	Direct

Footnotes

Pursuant to the Issuer's de-registration as a Cayman Islands exempted company and domestication as a Delaware corporation (the "Domestication") in connection with the closing (the "Closing") of the Issuer's initial business combination (the "Business Combination"; the Issuer prior to the Domestication, "Chavant") with Mobix Labs, Inc. (the "Target") on December 21, 2023, each ordinary share of Chavant ("Ordinary Share") and each private placement warrant, exercisable to purchase one Ordinary Share for $11.50 per share, subject to certain adjustments, of Chavant ("Chavant Private Placement Warrants") was automatically converted into one share of Class A Common Stock of the Issuer ("Class A Common Stock") and one private placement warrant, exercisable to purchase one share of Class A Common Stock for $11.50 per share, subject to certain adjustments, of the Issuer ("Private Placement Warrants"), respectively. In connection with the Closing, Chavant was renamed "Mobix Labs, Inc."
Represents a forfeiture of 658,631 Ordinary Shares held by the Sponsor in connection with the Closing (the "Share Forfeiture").
Pursuant to a Subscription Agreement, the Reporting Person purchased 199,737 shares of Class A Common Stock in connection with the closing of the Business Combination for aggregate consideration of $1,997,370, consisting of the forgiveness of certain indebtedness and certain expense reimbursement obligations owed by the Issuer to the Sponsor and its members (the "PIPE Investment" and such shares, the "PIPE Shares"). In connection with the entry into the Subscription Agreement, the Target issued the Reporting Person a warrant 272,454 warrants to purchase 272,454 shares of common stock of the Target. Such warrant was net exercised for 272,182 shares of common stock of the Target in connection with the closing of the Subscription Agreement, which occurred substantially concurrently with the Closing. Such 272,454 shares of common stock of the Target were automatically converted into 272,182 shares of Class A Common Stock upon the Closing.
Represents a pro rata distribution of 2,394,332 Private Placement Warrants to members of the Reporting Person in respect of their indirect interests in such Private Placement Warrants. Such Private Placement Warrants had been held by the Reporting Person as Chavant Private Placement Warrants since the initial public offering of the Issuer. Private Placement Warrants may be exercised 30 days after the Closing and expire five years after Closing or earlier upon liquidation. Balance of securities following the distribution described above reflects the forfeiture of 400,000 Private Placement Warrants in connection with the Closing of the Business Combination.
Pursuant to the Subscription Agreement for the PIPE Investment, the Issuer has agreed to issue additional shares of Class A Common Stock if the volume weighted average price per share of Class A Common Stock during the 30-day period (the "Adjustment Period") commencing on the date that is 30 days after the date on which a resale Registration Statement relating to the PIPE Investment is declared effective (the "Adjustment Period VWAP") is less than $10.00 per share. In such case, the Sponsor will be entitled to receive a number of shares of Class A Common Stock equal to the product of (x) the number of PIPE Shares held by the Sponsor through the end of the Adjustment Period multiplied by (y) a fraction, (A) the numerator of which is $10.00 minus the Adjustment Period VWAP and (B) the denominator of which is the Adjustment Period VWAP (the "Make-Whole Shares"). In the event that the Adjustment Period VWAP is less than $7.00, the Adjustment Period VWAP will be deemed to be $7.00.