Sec Form 3 Filing - Schinzing Alexander V @ Financial Strategies Acquisition Corp. - 2021-12-09

Insider filing report for Changes in Beneficial Ownership
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FORM 3
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
Schinzing Alexander V
2. Issuer Name and Ticker or Trading Symbol
Financial Strategies Acquisition Corp. [ FXCOU]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director X __ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
C/O FINANCIAL STRATEGIES ACQUISITION, CORP., 2626 COLE AVENUE, SUITE 300
3. Date of Earliest Transaction (MM/DD/YY)
12/09/2021
(Street)
DALLAS, TX75204
4. If Amendment, Date Original Filed (MM/DD/YY)
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 (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
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
Class B Common Stock ( 1 ) ( 1 ) ( 1 ) Class A Common Stock 775,000 I See Footnote( 2 )( 3 )( 4 )( 5 )
Class B Common Stock ( 1 ) ( 1 ) ( 1 ) Class A Common Stock 416,212 I See Footnote( 2 )( 3 )( 4 )( 6 )
Class B Common Stock ( 1 ) ( 1 ) ( 1 ) Class A Common Stock 375,000 I See Footnote( 2 )( 3 )( 4 )( 7 )
Class B Common Stock ( 1 ) ( 1 ) ( 1 ) Class A Common Stock 200,000 I See Footnote( 2 )( 3 )( 4 )( 8 )
Class B Common Stock ( 1 ) ( 1 ) ( 1 ) Class A Common Stock 85,038 I See Footnote( 2 )( 3 )( 4 )( 9 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Schinzing Alexander V
C/O FINANCIAL STRATEGIES ACQUISITION
CORP., 2626 COLE AVENUE, SUITE 300
DALLAS, TX75204
X
FSC Sponsor LLC
C/O FINANCIAL STRATEGIES ACQUISITION
CORP., 2626 COLE AVENUE, SUITE 300
DALLAS, TX75204
X
Celtic Asset & Equity Partners, Ltd.
C/O FINANCIAL STRATEGIES ACQUISITION
CORP., 2626 COLE AVENUE, SUITE 300
DALLAS, TX75204
X
Caliente Management L.L.C.
C/O FINANCIAL STRATEGIES ACQUISITION
CORP., 2626 COLE AVENUE, SUITE 300
DALLAS, TX75204
X
Signatures
/s/ Alexander V. Schinzing 12/09/2021
Signature of Reporting Person Date
Celtic Asset & Equity Partners, Ltd.; By: /s/ Alexander V. Schinzing, its managing member 12/09/2021
Signature of Reporting Person Date
FSC Sponsor LLC; By: /s/ Alexander V. Schinzing, its managing member 12/09/2021
Signature of Reporting Person Date
Caliente Management L.L.C.; By: FSC Sponsor LLC, its managing member; By: /s/ Alexander V. Schinzing, its managing member 12/09/2021
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The shares of Class B Common Stock will automatically convert into shares of Class A Common Stock at the time of the Issuer's initial business combination, or at any time prior thereto at the option of the holder, on a one-for-one basis, subject to certain adjustments, and have no expiration date.
( 2 )This statement is filed jointly by and on behalf of Mr. Schinzing, FSC Sponsor LLC ("FSC Sponsor"), Celtic Asset & Equity Partners, Ltd. ("Celtic A&E"), and Caliente Management L.L.C. ("Caliente"). FSC Sponsor, Celtic A&E, Caliente, Celtic Sponsor VII LLC ("Celtic Sponsor VII") and Frio Investments L.L.C. ("Frio") are the direct beneficial owners of the securities covered by this statement.
( 3 )FSC Sponsor is the managing member of, and may be deemed to beneficially own securities owned by, Caliente. Mr. Schinzing is the managing member of FSC Sponsor, and may be deemed to beneficially own securities owned by each of FSC Sponsor and Caliente. Mr. Schinzing is the managing member of, and may be deemed to beneficially own securities owned by, Celtic A&E. Mr. Schinzing is the manager of, and may be deemed to beneficially own securities owned by, each of Celtic Sponsor VII and Frio.
( 4 )The reporting persons state that neither the filing of this statement nor anything herein shall be deemed an admission that such persons are, for purposes of Section 16 of the Securities Exchange Act of 1934, as amended (the "Exchange Act") or otherwise, the beneficial owners of any securities covered by this statement. The reporting persons disclaim beneficial ownership of the securities covered by this statement, except to the extent of the pecuniary interest of such persons in such securities.
( 5 )Represents shares directly beneficially owned by FSC Sponsor. Includes 101,087 shares which are subject to forfeiture in the event that the underwriters of the Issuer's initial public offering do not exercise their overallotment option in full.
( 6 )Represents shares directly beneficially owned by Celtic A&E. Includes 109,071 shares which are subject to forfeiture in the event that the underwriters of the Issuer's initial public offering do not exercise their overallotment option in full.
( 7 )Represents shares directly beneficially owned by Caliente. Includes 48,913 shares which are subject to forfeiture in the event that the underwriters of the Issuer's initial public offering do not exercise their overallotment option in full.
( 8 )Represents shares directly beneficially owned by Celtic Sponsor VII. Includes 26,087 shares which are subject to forfeiture in the event that the underwriters of the Issuer's initial public offering do not exercise their overallotment option in full.
( 9 )Represents shares directed beneficially owned by Frio. Includes 11,092 shares which are subject to forfeiture in the event that the underwriters of the Issuer's initial public offering do not exercise their overallotment option in full.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).

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