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Klein Michael Stuart

Filed: 7 Jul 21, 9:57pm
SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person*
Klein Michael Stuart

(Last) (First) (Middle)
C/O ALTC ACQUISITION CORP.
640 FIFTH AVENUE, 12TH FL.

(Street)
NEW YORK NY 10019

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
07/07/2021
3. Issuer Name and Ticker or Trading Symbol
AltC Acquisition Corp. [ ALCC ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director X 10% Owner
X Officer (give title below) Other (specify below)
Chairman
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Class B common stock, par value $0.0001 per share (1) (1) Class A common stock, par value $0.0001 per share 12,500,000 (1) I See Footnotes(1)(2)
1. Name and Address of Reporting Person*
Klein Michael Stuart

(Last) (First) (Middle)
C/O ALTC ACQUISITION CORP.
640 FIFTH AVENUE, 12TH FL.

(Street)
NEW YORK NY 10019

(City) (State) (Zip)
1. Name and Address of Reporting Person*
M. Klein Associates, Inc.

(Last) (First) (Middle)
C/O ALTC ACQUISITION CORP.
640 FIFTH AVENUE, 12TH FL.

(Street)
NEW YORK NY 10019

(City) (State) (Zip)
1. Name and Address of Reporting Person*
AltC Sponsor LLC

(Last) (First) (Middle)
C/O ALTC ACQUISITION CORP.
640 FIFTH AVENUE, 12TH FL.

(Street)
NEW YORK NY 10019

(City) (State) (Zip)
Explanation of Responses:
1. The reported shares of AltC Acquisition Corp. (the "Issuer") are directly held by AltC Sponsor LLC and include 1,250,000 shares of Class B common stock that are subject to forfeiture if the underwriters of the Issuer's initial public offering do not exercise in full an option granted to them to cover over-allotments. Pursuant to the Issuer's Amended and Restated Certificate of Incorporation, the shares of Class B common stock will automatically convert into shares of Class A common stock, par value $0.0001 per share, of the Issuer at the time of the Issuer's initial business combination on a one-for-one basis, subject to adjustment as described under the heading "Description of Securities--Founder Shares" in the Issuer's registration statement on Form S-1 (File No. 333-254263) The shares of Class B common stock have no expiration date.
2. Michael Klein is the controlling stockholder of M. Klein Associates, Inc. which is the managing member of AltC Sponsor LLC.
/s/ Michael Klein 07/07/2021
M. Klein Associates, Inc., Name: Jay Taragin, Title: Authorized Person: /s/ Jay Taragin 07/07/2021
AltC Sponsor LLC, by: M. Klein Associates, Inc., its manager, Name: Jay Taragin, Title: Authorized Person: /s/ Jay Taragin 07/07/2021
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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