Global Blockchain Acquisition Corp.

11/15/2024 | Press release | Distributed by Public on 11/15/2024 15:15

Statement of Changes in Beneficial Ownership - Form 4

Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 STATEMENT OF CHANGES IN 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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(Print or Type Responses)
1. Name and Address of Reporting Person *
Hooper Max Wayne
2. Issuer Name and Ticker or Trading Symbol
Global Blockchain Acquisition Corp. [GBBK] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Chief Executive Officer
(Last) (First) (Middle)
C/O GLOBAL BLOCKCHAIN ACQUISITION CORP.,, 6555 SANGER ROAD, SUITE 200 		3. Date of Earliest Transaction (Month/Day/Year)
11/13/2024
(Street)
ORLANDO, FL 32827 		4. If Amendment, Date 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
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3) 		2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8) 		4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) 		5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4) 		6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4) 		7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 11/13/2024 11/13/2024 D 4,312,500 D (1) 0 I By Global Blockchain Sponsor, LLC(4)
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3) 		2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8) 		5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5) 		6. Date Exercisable and Expiration Date
(Month/Day/Year) 		7. Title and Amount of Underlying Securities
(Instr. 3 and 4) 		8. Price of Derivative Security
(Instr. 5) 		9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4) 		10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4) 		11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Private Warrants to purchase common stock $11.50 11/13/2024 D 6,812,500(1) (2) (3) Common stock 6,812,500 (1) 0 I By Global Blockchain Sponsor, LLC(4)

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Hooper Max Wayne
C/O GLOBAL BLOCKCHAIN ACQUISITION CORP.,
6555 SANGER ROAD, SUITE 200
ORLANDO, FL 32827 		X Chief Executive Officer
Global Blockchain Sponsor, LLC
6555 SANGER ROAD, SUITE 200
ORLANDO, FL 32827 		See Remarks

Signatures

/s/ Max Hooper 11/15/2024
**Signature of Reporting Person Date
/s/ Global Blockchain Sponsor, LLC, by Max Hooper as Manager 11/15/2024
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(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).
(1) Global Blockchain Sponsor, LLC ("Sponsor") sold 4,312,500 shares of common stock and 6,812,500 warrants on November 13, 2024, in a private sale in consideration for purchaser's issuance of two promissory notes with an aggregate face value of $44,000,000. Each whole warrant is exercisable to purchase one share of common stock at a price of $11.50 per share.
(2) The warrants become exercisable 30 days after the completion of the registrant's initial business combination.
(3) The warrants expire five years after the completion of the registrant's initial business combination or earlier upon redemption or liquidation, as described in the Form S-1 (File No. 333-264396).
(4) The warrants were held and sold by the Sponsor. Max Hooper is the manager of the Sponsor. Mr. Hooper disclaims beneficial ownership of the securities held by the Sponsor except to the extent of his pecuniary interest therein.

Remarks:
Entity controlled by Max Hooper
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.