Sec Form 4 Filing - SVAC Sponsor LLC @ Cyxtera Technologies, Inc. - 2022-01-14

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
SVAC Sponsor LLC
2. Issuer Name and Ticker or Trading Symbol
Cyxtera Technologies, Inc. [ CYXT]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director X __ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
777 THIRD AVENUE, 18TH FLOOR
3. Date of Earliest Transaction (MM/DD/YY)
01/14/2022
(Street)
NEW YORK, NY10017
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ 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 (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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
Class A Common Stock 01/14/2022 M 1,781,628( 1 ) A( 1 ) 11,262,341 D( 2 )
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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
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
Warrants ( 3 ) 01/14/2022 M 6,723,127( 1 ) ( 3 ) ( 3 ) Class A Common Stock 6,723,127 ( 1 ) 0 D( 2 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
SVAC Sponsor LLC
777 THIRD AVENUE
18TH FLOOR
NEW YORK, NY10017
X X
Signatures
/s/ Kenneth R. Marlin, as authorized signatory 01/19/2022
Signature of Reporting Person Date
Explanation of Responses:
( 1 )In connection with the Cyxtera Technologies, Inc. (the "Issuer") determination to redeem its outstanding warrants, the warrants permit the holder to cashlessly exercise the warrants at the stated rate of 0.265 shares of Class A Common Stock per warrant.
( 2 )SVAC Sponsor LLC is the direct owner of the securities on this Form 4. SVAC Manager LLC, a Delaware limited liability company, is the Manager of SVAC Sponsor LLC.
( 3 )The warrants became exercisable 12 months from the closing of Starboard Value Acquisition Corp.'s ("SVAC") initial public offering, which closed on September 14, 2020. The warrants would have expired five years after the completion of the business combination between SVAC, Mundo Merger Sub 1, Inc., Mundo Merger Sub 2, LLC, the Issuer and Mundo Holdings, Inc. or earlier upon redemption or liquidation. Each whole warrant would have entitled the holder thereof to purchase one share of Class A common stock at a price of $11.50 per share (subject to adjustment).

Remarks:
Starboard Value and Opportunity Master Fund Ltd, Starboard Value and Opportunity S LLC, a managed account of Starboard Value LP, Starboard Value and Opportunity C LP, Starboard Value and Opportunity Master Fund L LP and Starboard X Master Fund Ltd also own a partial pecuniary interest in SVAC Sponsor LLC. Jeffrey C. Smith is a Managing Member, Chief Executive Officer and Chief Investment Officer of Starboard Value LP and is a director of the Issuer. By virtue of his service on the Board of Directors of the Issuer as a representative of Starboard Value LP, for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, the reporting person may be deemed to be a director by deputization of the Issuer.

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* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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