Sec Form 13G Filing - Healthcare AI Acquisition LLC filing for HLTHCARE AI ACQ.CORP UT 1 (HAIAU) - 2022-02-11

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.

  Names of Reporting Persons

  Healthcare AI Acquisition, LLC

  Check The Appropriate Box if a Member of a Group (See Instructions)

  (a)  ☐        (b)  ☐

  SEC Use Only

  Citizenship or Place of Organization

  Cayman Islands

Number of

Shares

 Beneficially 

Owned By

Each

Reporting

Person

With

  Sole Voting Power

  16,415,560⁽¹⁾

  Shared Voting Power

  0

  Sole Dispositive Power

  16,415,560⁽¹⁾

  Shared Dispositive Power

  0

  Aggregate Amount Beneficially Owned by Each Reporting Person

  16,415,560⁽¹⁾

  Check Box if the Aggregate Am ount in Row (9) Excludes Certain Shares

  ☐

  Percent of Class Represented By Amount in Row (9)

  43.22%⁽²⁾

  Type of Reporting Person (See Instructions)

  PN

Represents 16,415,560 Class A ordinary shares acquirable in respect of (i) 5,290,600 Class B ordinary shares, par value $0.0001 per share (“Class B Shares”), convertible one-for-one into the Issuer’s Class A ordinary shares at the time of the Issuer’s initial business combination or earlier at the option of the holder and (ii) 11,124,960 private placement warrants to acquire Class A ordinary shares upon payment of $11.50 per share (“Private Placement Warrants”), commencing 30 days after completion of the Issuer’s initial business combination.

Calculated based on (i) 21,562,401 Class A shares, outstanding as of December 15, 2021 as disclosed in the Issuer’s 8-K, filed on December 15, 2021 and (ii) 16,415,560 Class A ordinary shares issuable in connection with the conversion or exercise of the 5,290,600 Class B Shares and the 11,124,960 Private Placement Warrants beneficially owned by the reporting person.

Name of Issuer

Address of the Issuer’s Principal Executive Offices

Names of Persons Filing

Address of the Principal Business Office, or if none, Residence:

Citizenship

Title of Class of Securities

CUSIP Number

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):

Ownership

Amount beneficially owned:

Percent of Class:

Number of shares as to which the Reporting Person has:

Sole power to vote or to direct the vote:

Shared power to vote or to direct the vote:

Sole power to dispose or to direct the disposition of:

Shared power to dispose or to direct the disposition of:

Ownership of Five Percent or Less of a Class

Ownership of More than Five Percent on Behalf of Another Person

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company

Identification and Classification of Members of the Group

Notice of Dissolution of Group

Certification