Inflection Point Acquisition (IPAX) 10% owner Inflection Point Holdings acquired 8,243,750 shares

Insider transactions reported

Inflection Point Holdings LLC (10% owner at Inflection Point Acquisition Corp., IPAX) reported that they acquired 8,243,750 shares between Feb 10, 2023 and Feb 13, 2023. After these transactions the filing shows 8,243,750 shares held directly.

Reporting person

Inflection Point Holdings LLC

Options and other derivatives

Holdings before and after

• Class A Common Stock: 0 to 8,243,750 direct
• Class B ordinary shares, par value $0.0001 per share: 8,243,750 to 0 direct
• Warrants to purchase Class A Common Stock: 0 to 6,845,000 direct

Footnotes from the filing

1. 1. In connection with and immediately prior to the closing (the Closing ) of the business combination (the Business Combination ) between the Issuer (which was formerly known as Inflection Point Acquisition Corp. or Inflection Point ) and Intuitive Machines, LLC, among other things, each of Inflection Point's Class B ordinary shares converted into one Class A ordinary share of Inflection Point as described under the heading Description of Securities in Inflection Point's Registration Statement on Form S-1 (File No.333-253963). Immediately after such conversion, each Class A ordinary share of Inflection Point converted into one share of the Issuer's Class A common stock (the Class A Common Stock ) on a one-for-one basis.
2. 2. Inflection Point Holdings LLC is the record holder of such securities. Kingstown Capital Management, L.P. ( KCM ) is the manager of Inflection Point Holdings LLC and shares voting and investment discretion with respect to the securities held by Inflection Point Holdings LLC. Kingstown Management GP LLC ( KMGP ) is the general partner of KCM and shares voting and investment discretion with respect to the securities held by Inflection Point Holdings LLC. Michael Blitzer and Guy Shanon are the Managing Members of KMGP and share voting and investment discretion with respect to the securities held by Inflection Point Holdings LLC. KCM, KMGP, Michael Blitzer and Guy Shanon have filed a separate Form 4 in connection with the transactions described herein.
3. 3. The Warrants are reported as acquired for purposes of Section 16 of the Exchange Act concurrent with the Closing, because, pursuant to their terms, their exercise was not within the control of the Reporting Persons until the Closing. 6,845,000 Warrants were initially acquired in a private placement from the Issuer concurrent with the Issuer's initial public offering.
4. 4. Each of KMGP, KCM, Michael Blitzer and Guy Shanon disclaims any beneficial ownership of the securities held by Inflection Point Holdings LLC other than to the extent of any pecuniary interest it or he, as applicable, may have therein, directly or indirectly.

Transaction codes in this filing

Exercise or conversion of a derivative:

Code M marks the exercise or conversion of an option or other derivative under an exempt plan.

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