1.
|
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) |
Corsair Capital Partners, L.P.
|
|
2.
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) [x]
|
|
(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
|
0
|
|
6.
|
SHARED VOTING POWER
|
689,680
|
|
7.
|
SOLE DISPOSITIVE POWER
|
0
|
|
8.
|
SHARED DISPOSITIVE POWER
|
689,680
|
|
9.
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
689,680
|
|
10.
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)
EXCLUDES CERTAIN SHARES [ ] |
11.
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
3.0%
|
|
12.
|
TYPE OF REPORTING PERSON
|
PN
|
1.
|
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) |
Corsair Capital Partners 100, L.P.
|
|
2.
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) [x]
|
|
(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
|
0
|
|
6.
|
SHARED VOTING POWER
|
90,018
|
|
7.
|
SOLE DISPOSITIVE POWER
|
0
|
|
8.
|
SHARED DISPOSITIVE POWER
|
90,018
|
|
9.
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
90,018
|
|
10.
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)
EXCLUDES CERTAIN SHARES [ ] |
11.
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
Less than 1%
|
|
12.
|
TYPE OF REPORTING PERSON
|
PN
|
1.
|
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) |
Corsair Select, L.P.
|
|
2.
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) [x]
|
|
(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
|
0
|
|
6.
|
SHARED VOTING POWER
|
919,585
|
|
7.
|
SOLE DISPOSITIVE POWER
|
0
|
|
8.
|
SHARED DISPOSITIVE POWER
|
919,585
|
|
9.
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
919,585
|
|
10.
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)
EXCLUDES CERTAIN SHARES [ ] |
11.
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
4.0%
|
|
12.
|
TYPE OF REPORTING PERSON
|
PN
|
1.
|
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) |
Corsair Select 100, L.P.
|
|
2.
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) [x]
|
|
(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
|
0
|
|
6.
|
SHARED VOTING POWER
|
117,116
|
|
7.
|
SOLE DISPOSITIVE POWER
|
0
|
|
8.
|
SHARED DISPOSITIVE POWER
|
117,116
|
|
9.
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
117,116
|
|
10.
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)
EXCLUDES CERTAIN SHARES [ ] |
11.
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
Less than 1%
|
|
12.
|
TYPE OF REPORTING PERSON
|
PN
|
1.
|
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) |
Corsair Capital Investors, Ltd
|
|
2.
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) [x]
|
|
(b) [ ]
|
|
3.
|
SEC USE ONLY
|
4.
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
Cayman Islands
|
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
|
|
5.
|
SOLE VOTING POWER
|
0
|
|
6.
|
SHARED VOTING POWER
|
48,792
|
|
7.
|
SOLE DISPOSITIVE POWER
|
0
|
|
8.
|
SHARED DISPOSITIVE POWER
|
48,792
|
|
9.
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
48,792
|
|
10.
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)
EXCLUDES CERTAIN SHARES [ ] |
11.
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
Less than 1%
|
|
12.
|
TYPE OF REPORTING PERSON
|
CO
|
1.
|
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) |
Corsair Select Master Fund, Ltd
|
|
2.
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) [x]
|
|
(b) [ ]
|
|
3.
|
SEC USE ONLY
|
4.
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
Cayman Islands
|
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
|
|
5.
|
SOLE VOTING POWER
|
0
|
|
6.
|
SHARED VOTING POWER
|
126,352
|
|
7.
|
SOLE DISPOSITIVE POWER
|
0
|
|
8.
|
SHARED DISPOSITIVE POWER
|
126,352
|
|
9.
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
126,352
|
|
10.
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)
EXCLUDES CERTAIN SHARES [ ] |
11.
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
Less than 1%
|
|
12.
|
TYPE OF REPORTING PERSON
|
CO
|
1.
|
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) |
Corsair SPAC Opportunity Fund, L.P.
|
|
2.
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) [x]
|
|
(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
|
0
|
|
6.
|
SHARED VOTING POWER
|
314,068
|
|
7.
|
SOLE DISPOSITIVE POWER
|
0
|
|
8.
|
SHARED DISPOSITIVE POWER
|
314,068
|
|
9.
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
314,068
|
|
10.
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)
EXCLUDES CERTAIN SHARES [ ] |
11.
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
1.4%
|
|
12.
|
TYPE OF REPORTING PERSON
|
PN
|
1.
|
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) |
Corsair Capital Management, L.P.
|
|
2.
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) [x]
|
|
(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
|
0
|
|
6.
|
SHARED VOTING POWER
|
2,305,611
|
|
7.
|
SOLE DISPOSITIVE POWER
|
0
|
|
8.
|
SHARED DISPOSITIVE POWER
|
2,305,611
|
|
9.
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
2,305,611
|
|
10.
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)
EXCLUDES CERTAIN SHARES [ ] |
11.
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
9.9%
|
|
12.
|
TYPE OF REPORTING PERSON
|
IA; PN
|
1.
|
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) |
Jay Petschek
|
|
2.
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) [x]
|
|
(b) [ ]
|
|
3.
|
SEC USE ONLY
|
4.
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
United States
|
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
|
|
5.
|
SOLE VOTING POWER
|
0
|
|
6.
|
SHARED VOTING POWER
|
2,305,611
|
|
7.
|
SOLE DISPOSITIVE POWER
|
0
|
|
8.
|
SHARED DISPOSITIVE POWER
|
2,305,611
|
|
9.
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
2,305,611
|
|
10.
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)
EXCLUDES CERTAIN SHARES [ ] |
11.
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
9.9%
|
|
12.
|
TYPE OF REPORTING PERSON
|
IN
|
1.
|
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) |
Steven Major
|
|
2.
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) [x]
|
|
(b) [ ]
|
|
3.
|
SEC USE ONLY
|
4.
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
United States
|
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
|
|
5.
|
SOLE VOTING POWER
|
0
|
|
6.
|
SHARED VOTING POWER
|
2,305,611
|
|
7.
|
SOLE DISPOSITIVE POWER
|
0
|
|
8.
|
SHARED DISPOSITIVE POWER
|
2,305,611
|
|
9.
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
2,305,611
|
|
10.
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)
EXCLUDES CERTAIN SHARES [ ] |
11.
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
9.9%
|
|
12.
|
TYPE OF REPORTING PERSON
|
IN
|
• |
Corsair Capital Partners, L.P. (“Corsair Capital”)
|
• |
Corsair Capital Partners 100, L.P. (“Corsair 100”)
|
• |
Corsair Select L.P. (“Corsair Select”)
|
• |
Corsair Select 100 L.P. (“Select 100”)
|
• |
Corsair Capital Investors, Ltd (“Corsair Investors”)
|
• |
Corsair Select Master Fund, Ltd. (“Select Master”)
|
• |
Corsair SPAC Opportunity Fund, L.P. (“CSOF”)
|
• |
Corsair Capital Management, L.P. (“Corsair Management”)
|
• |
Jay R. Petschek (“Mr. Petschek”) and
|
• |
Steven Major (“Mr. Major”)
|
(a) |
Amount beneficially owned: Collectively, the Reporting Persons
beneficially own 2,305,611 shares of Common Stock.
|
• |
Corsair Capital individually owns 689,680 shares of Common Stock.
|
• |
Corsair 100 individually owns 90,018 shares of Common Stock.
|
• |
Corsair Select individually owns 919,585 shares of Common Stock.
|
• |
Select 100 individually owns 117,116 shares of Common Stock.
|
• |
Corsair Investors individually owns 48,792 shares of Common Stock.
|
• |
Select Master individually owns 126,352 shares of Common Stock.
|
• |
CSOF individually owns 314,068 shares of Common Stock.
|
• |
Corsair Management, as the investment manager of each of Corsair Capital, Corsair 100, Corsair Select, Select 100, Corsair Investors, Select Master and CSOF is deemed to
beneficially own 2,305,611 shares of Common Stock.
|
• |
Mr. Petschek, as a controlling person of Corsair Management, is deemed to individually beneficially own 2,305,611 shares of Common Stock.
|
• |
Mr. Major, as a controlling person of Corsair Management, is deemed to individually beneficially own 2,305,611 shares of Common Stock.
|
(b) |
Percent of class: Collectively, the Reporting Persons beneficially own 2,305,611 shares of Common Stock, representing 9.9% of all of the outstanding shares of Common
Stock based on the 23,156,000 outstanding shares of Common Stock as reported on the Issuer’s Form 10-K filed March 29, 2021.
|
(c) |
Number of shares as to which the person has:
|
(i) |
Sole power to vote or to direct the vote shares of Common Stock
|
(ii) |
Shared power to vote or to direct the vote.
|
(iii) |
Sole power to dispose or to direct the disposition of shares of Common Stock
|
(iv) |
Shared power to dispose or to direct the disposition of:
|
CORSAIR CAPITAL PARTNERS, L.P.
|
||
By:
|
Corsair Capital Advisors, L.L.C.,
|
|
General Partner
|
||
By:
|
/s/ Jay R. Petschek
|
|
Jay R. Petschek, Managing Member
|
CORSAIR CAPITAL PARTNERS 100, L.P.
|
||
By:
|
Corsair Capital Advisors, L.L.C.,
|
|
General Partner
|
||
By:
|
/s/ Jay R. Petschek
|
|
Jay R. Petschek, Managing Member
|
CORSAIR SELECT, L.P.
|
||
By:
|
Corsair Select Advisors, L.L.C.,
|
|
General Partner
|
||
By:
|
/s/ Jay R. Petschek
|
|
Jay R. Petschek, Managing Member
|
CORSAIR SELECT 100, L.P.
|
||
By:
|
Corsair Select Advisors, L.L.C.,
|
|
General Partner
|
||
By:
|
/s/ Jay R. Petschek
|
|
Jay R. Petschek, Managing Member
|
CORSAIR CAPITAL INVESTORS, LTD.
|
||
By:
|
Corsair Capital Management, L.P.,
|
|
Attorney-in-Fact
|
||
By:
|
Corsair Capital Management GP, L.L.C.,
|
|
General Partner
|
||
By:
|
/s/ Jay R. Petschek
|
|
Jay R. Petschek, Managing Member
|
CORSAIR SELECT MASTER FUND, LTD.
|
||
By:
|
Corsair Capital Management, L.P.,
|
|
Attorney-in-Fact
|
||
By:
|
Corsair Capital Management GP, L.L.C.,
|
|
General Partner
|
||
By:
|
/s/ Jay R. Petschek
|
|
Jay R. Petschek, Managing Member
|
CORSAIR SPAC OPPORTUNITY FUND, L.P.
|
||
By:
|
Corsair Capital Advisors, L.L.C.,
|
|
General Partner
|
||
By:
|
/s/ Jay R. Petschek
|
|
Jay R. Petschek, Managing Member
|
CORSAIR CAPITAL MANAGEMENT, LP.
|
||
By:
|
Corsair Capital Management GP, L.L.C.,
|
|
General Partner
|
||
By:
|
/s/ Jay R. Petschek
|
|
Jay R. Petschek, Managing Member
|
/s/ Jay R. Petschek
|
|
Jay R. Petschek
|
|
/s/ Steven Major
|
|
Steven Major
|
CORSAIR CAPITAL PARTNERS, L.P.
|
||
By:
|
Corsair Capital Advisors, L.L.C.,
|
|
General Partner
|
||
By:
|
/s/ Jay R. Petschek
|
|
Jay R. Petschek, Managing Member
|
CORSAIR CAPITAL PARTNERS 100, L.P.
|
||
By:
|
Corsair Capital Advisors, L.L.C.,
|
|
General Partner
|
||
By:
|
/s/ Jay R. Petschek
|
|
Jay R. Petschek, Managing Member
|
CORSAIR SELECT, L.P.
|
||
By:
|
Corsair Select Advisors, L.L.C.,
|
|
General Partner
|
||
By:
|
/s/ Jay R. Petschek
|
|
Jay R. Petschek, Managing Member
|
CORSAIR SELECT 100, L.P.
|
||
By:
|
Corsair Select Advisors, L.L.C.,
|
|
General Partner
|
||
By:
|
/s/ Jay R. Petschek
|
|
Jay R. Petschek, Managing Member
|
CORSAIR CAPITAL INVESTORS, LTD.
|
||
By:
|
Corsair Capital Management, L.P.,
|
|
Attorney-in-Fact
|
||
By:
|
Corsair Capital Management GP, L.L.C.,
|
|
General Partner
|
||
By:
|
/s/ Jay R. Petschek
|
|
Jay R. Petschek, Managing Member
|
CORSAIR SELECT MASTER FUND, LTD.
|
||
By:
|
Corsair Capital Management, L.P.,
|
|
Attorney-in-Fact
|
||
By:
|
Corsair Capital Management GP, L.L.C.,
|
|
General Partner
|
||
By:
|
/s/ Jay R. Petschek
|
|
Jay R. Petschek, Managing Member
|
CORSAIR SPAC OPPORTUNITY FUND, L.P.
|
||
By:
|
Corsair Capital Advisors, L.L.C.,
|
|
General Partner
|
||
By:
|
/s/ Jay R. Petschek
|
|
Jay R. Petschek, Managing Member
|
CORSAIR CAPITAL MANAGEMENT, LP.
|
||
By:
|
Corsair Capital Management GP, L.L.C.,
|
|
General Partner
|
||
By:
|
/s/ Jay R. Petschek
|
|
Jay R. Petschek, Managing Member
|
/s/ Jay R. Petschek
|
|
Jay R. Petschek
|
|
/s/ Steven Major
|
|
Steven Major
|