TLGYF · Tlgy Acquisition Corp

As described in the issuer's registration statement on Form S-1 (File No. 333-260242), as amended, under the heading "Description of Securities-Founder Shares," the Class B ordinary shares, par value $0.0001 per share, of the issuer ("Class B Shares") will automatically convert into Class A ordinary shares, par value $0.0001 per share, of the issuer at the time of, or immediately following, the issuer's initial business combination, on a one-for-one basis, subject to certain adjustments, and have no expiration date.

On June 19, 2024, TLGY Holdings LLC sold the subject Class B Shares in a private transaction, for an aggregate purchase price of $1.00.

TLGY Sponsors LLC, the issuer's sponsor, is the record holder of the shares reported herein. Jin-Goon Kim is the manager of TLGY Holdings LLC, which is the manager of TLGY Sponsors LLC, and has joint voting and investment discretion with respect to the ordinary shares held of record by TLGY Sponsors LLC. Accordingly, the shares held by TLGY Sponsors LLC may be deemed to be beneficially held by Jin-Goon Kim, except to the extent of any pecuniary interest therein.

As described in the issuer's registration statement on Form S-1 (File No. 333-260242), as amended, under the heading "Description of Securities-Founder Shares," the Class B ordinary shares, par value $0.0001 per share, of the issuer ("Class B Shares") will automatically convert into Class A ordinary shares, par value $0.0001 per share, of the issuer at the time of, or immediately following, the issuer's initial business combination, on a one-for-one basis, subject to certain adjustments, and have no expiration date.

On June 19, 2024, the reporting person sold the subject Class B Shares in a private transaction, for an aggregate purchase price of $1.00.

As described in the issuer's registration statement on Form S-1 (File No. 333-260242), as amended, under the heading "Description of Securities-Founder Shares," the Class B ordinary shares, par value $0.0001 per share, of the issuer ("Class B Shares") will automatically convert into Class A ordinary shares, par value $0.0001 per share, of the issuer at the time of, or immediately following, the issuer's initial business combination, on a one-for-one basis, subject to certain adjustments, and have no expiration date.

On June 19, 2024, TLGY Sponsors LLC sold the subject Class B Shares in a private transaction, for an aggregate purchase price of $1.00.

TLGY Sponsors LLC, the issuer's sponsor, is the record holder of the shares reported herein. Jin-Goon Kim is the manager of TLGY Holdings LLC, which is the manager of TLGY Sponsors LLC, and has joint voting and investment discretion with respect to the ordinary shares held of record by TLGY Sponsors LLC. Accordingly, the shares held by TLGY Sponsors LLC may be deemed to be beneficially held by Jin-Goon Kim, except to the extent of any pecuniary interest therein.

As described in the issuer's registration statement on Form S-1 (File No. 333-260242), as amended, under the heading "Description of Securities-Founder Shares," the Class B ordinary shares, par value $0.0001 per share, of the issuer ("Class B Shares") will automatically convert into Class A ordinary shares, par value $0.0001 per share, of the issuer at the time of, or immediately following, the issuer's initial business combination, on a one-for-one basis, subject to certain adjustments, and have no expiration date.

On June 19, 2024, the Trust sold the subject Class B Shares in a private transaction, for an aggregate purchase price of $1.00.

The Trust is a family trust, of which the reporting person is a trustee of the Trust. The reporting person and members of the reporting person's immediate family are among the beneficiaries of the Trust. The reporting person disclaims beneficial ownership of the Class B Shares held by the Trust except to the extent of his pecuniary interest therein.

As described in the issuer's registration statement on Form S-1 (File No. 333-260242), as amended, under the heading "Description of Securities-Founder Shares," the Class B ordinary shares, par value $0.0001 per share, of the issuer ("Class B Shares") will automatically convert into Class A ordinary shares, par value $0.0001 per share, of the issuer at the time of, or immediately following, the issuer's initial business combination, on a one-for-one basis, subject to certain adjustments, and have no expiration date.

On March 1, 2024, the Kim Revocable Family Trust (the "Trust") purchased the subject Class B Shares in a private transaction, at a per share price of approximately $0.67 per share.

The Trust is a family trust, of which the reporting person is a trustee of the Trust. The reporting person and members of the reporting person's immediate family are among the beneficiaries of the Trust. The reporting person disclaims beneficial ownership of the Class B Shares held by the Trust except to the extent of his pecuniary interest therein.

As described in the issuer's registration statement on Form S-1 (File No. 333-260242), as amended, under the heading "Description of Securities-Founder Shares," the Class B ordinary shares, par value $0.0001 per share, of the issuer ("Class B Shares") will automatically convert into Class A ordinary shares, par value $0.0001 per share, of the issuer at the time of, or immediately following, the issuer's initial business combination, on a one-for-one basis, subject to certain adjustments, and have no expiration date.

On March 1, 2024, TLGY Sponsors LLC sold the subject Class B Shares in a private transaction, at a per share price of approximately $0.67 per share.

TLGY Sponsors LLC, the issuer's sponsor, is the record holder of the shares reported herein. Jin-Goon Kim is the manager of TLGY Holdings LLC, which is the manager of TLGY Sponsors LLC, and has joint voting and investment discretion with respect to the ordinary shares held of record by TLGY Sponsors LLC. Accordingly, the shares held by TLGY Sponsors LLC may be deemed to be beneficially held by Jin-Goon Kim, except to the extent of any pecuniary interest therein.

As described in the issuer's registration statement on Form S-1 (File No. 333-260242), as amended, under the heading "Description of Securities-Founder Shares," the Class B ordinary shares, par value $0.0001 per share, of the issuer ("Class B Shares") will automatically convert into Class A ordinary shares, par value $0.0001 per share, of the issuer at the time of, or immediately following, the issuer's initial business combination, on a one-for-one basis, subject to certain adjustments, and have no expiration date.

On March 1, 2024, the reporting person sold the subject Class B Shares in a private transaction, at a per share price of approximately $0.67 per share.

As described in the issuer's registration statement on Form S-1 (File No. 333-260242), as amended, under the heading "Description of Securities-Founder Shares," the Class B ordinary shares, par value $0.0001 per share, of the issuer ("Class B Shares") will automatically convert into Class A ordinary shares, par value $0.0001 per share, of the issuer at the time of, or immediately following, the issuer's initial business combination, on a one-for-one basis, subject to certain adjustments, and have no expiration date.

On July 22, 2023, the reporting person sold the subject Class B Shares in a private transaction, at a per share price of approximately $1.33 per share.

As described in the issuer's registration statement on Form S-1 (File No. 333-260242), as amended, under the heading "Description of Securities-Founder Shares," the Class B ordinary shares, par value $0.0001 per share, of the issuer ("Class B Shares") will automatically convert into Class A ordinary shares, par value $0.0001 per share, of the issuer at the time of, or immediately following, the issuer's initial business combination, on a one-for-one basis, subject to certain adjustments, and have no expiration date.

On July 22, 2023, TLGY Holdings LLC purchased the subject Class B Shares in a private transaction, at a per share price of approximately $1.33 per share.

TLGY Sponsors LLC, the issuer's sponsor, is the record holder of the shares reported herein. Jin-Goon Kim is the manager of TLGY Holdings LLC, which is the manager of TLGY Sponsors LLC, and has joint voting and investment discretion with respect to the ordinary shares held of record by TLGY Sponsors LLC. Accordingly, the shares held by TLGY Sponsors LLC may be deemed to be beneficially held by Jin-Goon Kim, except to the extent of any pecuniary interest therein.

As described in the issuer's registration statement on Form S-1 (File No. 333-260242), as amended, under the heading "Description of Securities-Founder Shares," the Class B ordinary shares, par value $0.0001 per share, of the issuer ("Class B Shares") will automatically convert into Class A ordinary shares, par value $0.0001 per share, of the issuer at the time of, or immediately following, the issuer's initial business combination, on a one-for-one basis, subject to certain adjustments, and have no expiration date.

On July 22, 2023, TLGY Sponsors LLC sold the subject Class B Shares in a private transaction, at a per share price of approximately $1.33 per share.

TLGY Sponsors LLC, the issuer's sponsor, is the record holder of the shares reported herein. Jin-Goon Kim is the manager of TLGY Holdings LLC, which is the manager of TLGY Sponsors LLC, and has joint voting and investment discretion with respect to the ordinary shares held of record by TLGY Sponsors LLC. Accordingly, the shares held by TLGY Sponsors LLC may be deemed to be beneficially held by Jin-Goon Kim, except to the extent of any pecuniary interest therein.

As described in the registration statement on Form S-1 (File No. 333-260242) of TLGY Acquisition Corporation (the "Issuer"), as amended, under the heading Description of Securities --Founder Shares," the Class B ordinary shares, par value $0.0001 per share, of the Issuer (the "Class B Ordinary Shares") will automatically convert into Class A ordinary shares, par value $0.0001 per share, of the Issuer at the time of, or immediately following, the Issuer's initial business combination, on a one-for-one basis, subject to certain adjustments, and have no expiration date.

On December 3, 2021, the Sponsor transferred 30,000 Class B Ordinary Shares to the Issuer's independent director, Donghyun Han, at an aggregate purchase price of $150, or approximately $0.005 per share.

The Class B Ordinary Shares beneficially owned by the Reporting Person include up to 750,000 Class B Ordinary Shares that will be surrendered by the Sponsor for no consideration depending on the extent to which the Underwriters' over-allotment option is exercised.

The Sponsor is the record holder of the shares reported herein. Jin-Goon Kim is the manager of TLGY Holdings LLC, which is the manager of the Sponsor, and therefore, the shares beneficially owned by the Sponsor may be deemed to be beneficially owned by Jin-Goon Kim. Jin-Goon Kim disclaims beneficial ownership of the shares held of record by the Sponsor, except to the extent of any pecuniary interest therein.

As described in the registration statement on Form S-1 (File No. 333-260242) of TLGY Acquisition Corporation (the "Issuer"), as amended, under the heading Description of Securities --Founder Shares," the Class B ordinary shares, par value $0.0001 per share, of the Issuer (the "Class B Ordinary Shares") will automatically convert into Class A ordinary shares, par value $0.0001 per share, of the Issuer at the time of, or immediately following, the Issuer's initial business combination, on a one-for-one basis, subject to certain adjustments, and have no expiration date.

On December 3, 2021, the Sponsor transferred 15,000 Class B Ordinary Shares to Centaury Management Ltd., an investor in the Sponsor, at an aggregate purchase price of $75, or approximately $0.005 per share.

The Class B Ordinary Shares beneficially owned by the Reporting Person include up to 750,000 Class B Ordinary Shares that will be surrendered by the Sponsor for no consideration depending on the extent to which the Underwriters' over-allotment option is exercised.

As described in the registration statement on Form S-1 (File No. 333-260242) of TLGY Acquisition Corporation (the "Issuer"), as amended, under the heading Description of Securities --Founder Shares," the Class B ordinary shares, par value $0.0001 per share, of the Issuer (the "Class B Ordinary Shares") will automatically convert into Class A ordinary shares, par value $0.0001 per share, of the Issuer at the time of, or immediately following, the Issuer's initial business combination, on a one-for-one basis, subject to certain adjustments, and have no expiration date.

On December 3, 2021, the Sponsor transferred 30,000 Class B Ordinary Shares to the Issuer's independent director, Hyunchan Cho, at an aggregate purchase price of $150, or approximately $0.005 per share.

The Class B Ordinary Shares beneficially owned by the Reporting Person include up to 750,000 Class B Ordinary Shares that will be surrendered by the Sponsor for no consideration depending on the extent to which the Underwriters' over-allotment option is exercised.

As described in the registration statement on Form S-1 (File No. 333-260242) of TLGY Acquisition Corporation (the "Issuer"), as amended, under the heading Description of Securities --Founder Shares," the Class B ordinary shares, par value $0.0001 per share, of the Issuer (the "Class B Ordinary Shares") will automatically convert into Class A ordinary shares, par value $0.0001 per share, of the Issuer at the time of, or immediately following, the Issuer's initial business combination, on a one-for-one basis, subject to certain adjustments, and have no expiration date.

On December 3, 2021, the Sponsor transferred 30,000 Class B Ordinary Shares to the Issuer's independent director, Donghyun Han, at an aggregate purchase price of $150, or approximately $0.005 per share.

The Class B Ordinary Shares beneficially owned by the Reporting Person include up to 750,000 Class B Ordinary Shares that will be surrendered by the Sponsor for no consideration depending on the extent to which the Underwriters' over-allotment option is exercised.

As described in the registration statement on Form S-1 (File No. 333-260242) of TLGY Acquisition Corporation (the "Issuer"), as amended, under the heading Description of Securities --Founder Shares," the Class B ordinary shares, par value $0.0001 per share, of the Issuer (the "Class B Ordinary Shares") will automatically convert into Class A ordinary shares, par value $0.0001 per share, of the Issuer at the time of, or immediately following, the Issuer's initial business combination, on a one-for-one basis, subject to certain adjustments, and have no expiration date.

On December 3, 2021, the Sponsor transferred 300,300 Class B Ordinary Shares to Mizuho Securities USA LLC, the representative of the underwriters of the Issuer's initial public offering (the "Underwriters"), at an aggregate purchase price of $1,000,000, or approximately $3.33 per share.

The Class B Ordinary Shares beneficially owned by the Reporting Person include up to 750,000 Class B Ordinary Shares that will be surrendered by the Sponsor for no consideration depending on the extent to which the Underwriters' over-allotment option is exercised.

As described in the registration statement on Form S-1 (File No. 333-260242) of TLGY Acquisition Corporation (the "Issuer"), as amended, under the heading Description of Securities --Founder Shares," the Class B ordinary shares, par value $0.0001 per share, of the Issuer (the "Class B Ordinary Shares") will automatically convert into Class A ordinary shares, par value $0.0001 per share, of the Issuer at the time of, or immediately following, the Issuer's initial business combination, on a one-for-one basis, subject to certain adjustments, and have no expiration date.

On December 3, 2021, TLGY Sponsors LLC (the "Sponsor") transferred 30,000 Class B Ordinary Shares to the Issuer's independent director, Shrijay Vijayan, at an aggregate purchase price of $150, or approximately $0.005 per share.

The Class B Ordinary Shares beneficially owned by the Reporting Person include up to 750,000 Class B Ordinary Shares that will be surrendered by the Sponsor for no consideration depending on the extent to which the Underwriters' over-allotment option is exercised.

The Sponsor is the record holder of the shares reported herein. Jin-Goon Kim is the manager of TLGY Holdings LLC, which is the manager of the Sponsor, and therefore, the shares beneficially owned by the Sponsor may be deemed to be beneficially owned by Jin-Goon Kim. Jin-Goon Kim disclaims beneficial ownership of the shares held of record by the Sponsor, except to the extent of any pecuniary interest therein.

As described in the registration statement on Form S-1 (File No. 333-260242) of TLGY Acquisition Corporation (the "Issuer"), as amended, under the heading Description of Securities --Founder Shares," the Class B ordinary shares, par value $0.0001 per share, of the Issuer (the "Class B Ordinary Shares") will automatically convert into Class A ordinary shares, par value $0.0001 per share, of the Issuer at the time of, or immediately following, the Issuer's initial business combination, on a one-for-one basis, subject to certain adjustments, and have no expiration date.

On December 3, 2021, the Sponsor transferred 300,300 Class B Ordinary Shares to Mizuho Securities USA LLC, the representative of the underwriters of the Issuer's initial public offering (the "Underwriters"), at an aggregate purchase price of $1,000,000, or approximately $3.33 per share.

The Class B Ordinary Shares beneficially owned by the Reporting Person include up to 750,000 Class B Ordinary Shares that will be surrendered by the Sponsor for no consideration depending on the extent to which the Underwriters' over-allotment option is exercised.

The Sponsor is the record holder of the shares reported herein. Jin-Goon Kim is the manager of TLGY Holdings LLC, which is the manager of the Sponsor, and therefore, the shares beneficially owned by the Sponsor may be deemed to be beneficially owned by Jin-Goon Kim. Jin-Goon Kim disclaims beneficial ownership of the shares held of record by the Sponsor, except to the extent of any pecuniary interest therein.

On December 3, 2021, TLGY Sponsors LLC transferred 30,000 Class B ordinary shares of TLGY Acquisition Corporation (the "Issuer") to Donghyun Han, an independent director of the Issuer, at an aggregate purchase price of $150, or approximately $0.005 per share. As described in the Issuer's registration statement on Form S-1 (File No. 333-260242), as amended, under the heading Description of Securities-Founder Shares," the Class B ordinary shares, par value $0.0001 per share, of the Issuer will automatically convert into Class A ordinary shares, par value $0.0001 per share, of the Issuer at the time of, or immediately following, the Issuer's initial business combination, on a one-for-one basis, subject to certain adjustments, and have no expiration date.

As described in the registration statement on Form S-1 (File No. 333-260242) of TLGY Acquisition Corporation (the "Issuer"), as amended, under the heading Description of Securities --Founder Shares," the Class B ordinary shares, par value $0.0001 per share, of the Issuer (the "Class B Ordinary Shares") will automatically convert into Class A ordinary shares, par value $0.0001 per share, of the Issuer at the time of, or immediately following, the Issuer's initial business combination, on a one-for-one basis, subject to certain adjustments, and have no expiration date.

On December 3, 2021, the Sponsor transferred 30,000 Class B Ordinary Shares to the Issuer's independent director, Hyunchan Cho, at an aggregate purchase price of $150, or approximately $0.005 per share.

The Class B Ordinary Shares beneficially owned by the Reporting Person include up to 750,000 Class B Ordinary Shares that will be surrendered by the Sponsor for no consideration depending on the extent to which the Underwriters' over-allotment option is exercised.

The Sponsor is the record holder of the shares reported herein. Jin-Goon Kim is the manager of TLGY Holdings LLC, which is the manager of the Sponsor, and therefore, the shares beneficially owned by the Sponsor may be deemed to be beneficially owned by Jin-Goon Kim. Jin-Goon Kim disclaims beneficial ownership of the shares held of record by the Sponsor, except to the extent of any pecuniary interest therein.

As described in the registration statement on Form S-1 (File No. 333-260242) of TLGY Acquisition Corporation (the "Issuer"), as amended, under the heading Description of Securities --Founder Shares," the Class B ordinary shares, par value $0.0001 per share, of the Issuer (the "Class B Ordinary Shares") will automatically convert into Class A ordinary shares, par value $0.0001 per share, of the Issuer at the time of, or immediately following, the Issuer's initial business combination, on a one-for-one basis, subject to certain adjustments, and have no expiration date.

On December 3, 2021, TLGY Sponsors LLC (the "Sponsor") transferred 30,000 Class B Ordinary Shares to the Issuer's independent director, Shrijay Vijayan, at an aggregate purchase price of $150, or approximately $0.005 per share.

The Class B Ordinary Shares beneficially owned by the Reporting Person include up to 750,000 Class B Ordinary Shares that will be surrendered by the Sponsor for no consideration depending on the extent to which the Underwriters' over-allotment option is exercised.

On December 3, 2021, TLGY Sponsors LLC transferred 30,000 Class B ordinary shares of TLGY Acquisition Corporation (the "Issuer") to Shrijay Vijayan, an independent director of the Issuer, at an aggregate purchase price of $150, or approximately $0.005 per share. As described in the Issuer's registration statement on Form S-1 (File No. 333-260242), as amended, under the heading Description of Securities-Founder Shares," the Class B ordinary shares, par value $0.0001 per share, of the Issuer will automatically convert into Class A ordinary shares, par value $0.0001 per share, of the Issuer at the time of, or immediately following, the Issuer's initial business combination, on a one-for-one basis, subject to certain adjustments, and have no expiration date.

As described in the registration statement on Form S-1 (File No. 333-260242) of TLGY Acquisition Corporation (the "Issuer"), as amended, under the heading Description of Securities --Founder Shares," the Class B ordinary shares, par value $0.0001 per share, of the Issuer (the "Class B Ordinary Shares") will automatically convert into Class A ordinary shares, par value $0.0001 per share, of the Issuer at the time of, or immediately following, the Issuer's initial business combination, on a one-for-one basis, subject to certain adjustments, and have no expiration date.

On December 3, 2021, the Sponsor transferred 15,000 Class B Ordinary Shares to Centaury Management Ltd., an investor in the Sponsor, at an aggregate purchase price of $75, or approximately $0.005 per share.

The Class B Ordinary Shares beneficially owned by the Reporting Person include up to 750,000 Class B Ordinary Shares that will be surrendered by the Sponsor for no consideration depending on the extent to which the Underwriters' over-allotment option is exercised.

The Sponsor is the record holder of the shares reported herein. Jin-Goon Kim is the manager of TLGY Holdings LLC, which is the manager of the Sponsor, and therefore, the shares beneficially owned by the Sponsor may be deemed to be beneficially owned by Jin-Goon Kim. Jin-Goon Kim disclaims beneficial ownership of the shares held of record by the Sponsor, except to the extent of any pecuniary interest therein.

On December 3, 2021, TLGY Sponsors LLC transferred 30,000 Class B ordinary shares of TLGY Acquisition Corporation (the "Issuer") to Hyunchan Cho, an independent director of the Issuer, at an aggregate purchase price of $150, or approximately $0.005 per share. As described in the Issuer's registration statement on Form S-1 (File No. 333-260242), as amended, under the heading Description of Securities-Founder Shares," the Class B ordinary shares, par value $0.0001 per share, of the Issuer will automatically convert into Class A ordinary shares, par value $0.0001 per share, of the Issuer at the time of, or immediately following, the Issuer's initial business combination, on a one-for-one basis, subject to certain adjustments, and have no expiration date.

As described in the registration statement on Form S-1 (File No. 333-260242) of TLGY Acquisition Corporation (the "Issuer"), as amended, under the heading Description of Securities --Founder Shares," the Class B ordinary shares, par value $0.0001 per share, of the Issuer (the "Class B Ordinary Shares") will automatically convert into Class A ordinary shares, par value $0.0001 per share, of the Issuer at the time of, or immediately following, the Issuer's initial business combination, on a one-for-one basis, subject to certain adjustments, and have no expiration date.

On November 30, 2021, the Issuer effected an issuance of 718,750 Class B Ordinary Shares at par in connection with the upsized initial public offering.

The Class B Ordinary Shares beneficially owned by the Reporting Person include up to 750,000 Class B Ordinary Shares that will be surrendered by TLGY Sponsors LLC for no consideration depending on the extent to which the underwriters' over-allotment option is exercised.

As described in the registration statement on Form S-1 (File No. 333-260242) of TLGY Acquisition Corporation (the "Issuer"), as amended, under the heading Description of Securities --Founder Shares," the Class B ordinary shares, par value $0.0001 per share, of the Issuer (the "Class B Ordinary Shares") will automatically convert into Class A ordinary shares, par value $0.0001 per share, of the Issuer at the time of, or immediately following, the Issuer's initial business combination, on a one-for-one basis, subject to certain adjustments, and have no expiration date.

On November 30, 2021, the Issuer effected an issuance of 718,750 Class B Ordinary Shares at par in connection with the upsized initial public offering.

The Class B Ordinary Shares beneficially owned by the Reporting Person include up to 750,000 Class B Ordinary Shares that will be surrendered by TLGY Sponsors LLC (the "Sponsor") for no consideration depending on the extent to which the underwriters' over-allotment option is exercised.

The Sponsor is the record holder of the shares reported herein. Jin-Goon Kim is the manager of TLGY Holdings LLC, which is the manager of the Sponsor, and therefore, the shares beneficially owned by the Sponsor may be deemed to be beneficially owned by Jin-Goon Kim. Jin-Goon Kim disclaims beneficial ownership of the shares held of record by the Sponsor, except to the extent of any pecuniary interest therein.