Sec Form 4 Filing - Adit EdTech Sponsor, LLC @ Adit EdTech Acquisition Corp. - 2023-04-18

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 Adit EdTech Sponsor, LLC 2. Issuer Name and Ticker or Trading Symbol Adit EdTech Acquisition Corp. [ ADEX.U] 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 ADIT EDTECH ACQUISITION CORP., 1345 AVENUE OF THE AMERICAS, 33RD FLOOR 3. Date of Earliest Transaction (MM/DD/YY) 04/18/2023 (Street) NEW YORK, NY10105 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 Common Stock ( 1 ) 04/18/2023 P 100 A $ 10.33 100 I ( 2 ) See footnote ( 2 ) Common Stock ( 1 ) 6,832,500 D ( 3 ) Common Stock ( 1 ) 04/19/2023 P 600 A $ 10.4 700 I ( 4 ) See footnote ( 4 ) Common Stock ( 1 ) 6,832,500 D ( 3 )

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

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Adit EdTech Sponsor, LLC C/O ADIT EDTECH ACQUISITION CORP. 1345 AVENUE OF THE AMERICAS, 33RD FLOOR NEW YORK, NY10105 X Signatures Adit EdTech Sponsor, LLC, By: /s/ Eric L. Munson 04/20/2023 Signature of Reporting Person Date

Explanation of Responses:

( 1 )As described in the Issuer's registration statement on Form S-1 (File No. 333-251641) (the "Registration Statement") under the heading "Description of Securities--Founder Shares." ( 2 )Consists of 100 shares purchased by Adit Ventures LLC, which may be deemed to be controlled by the reporting person. ( 3 )There are five directors of the reporting person's board of directors. Any action by the reporting person, including voting and dispositive decisions, requires a vote of four out of the five directors of the board of directors. Under the so-called "rule of three," because voting and dispositive decisions are made by four out of the five directors of the board of directors, none of the directors is deemed to be a beneficial owner of shares held by the reporting person, even those in which he or she directly holds a pecuniary interest. ( 4 )Consists of 100 shares purchased by each of Adit Ventures II LLC, Adit Ventures III LLC, Adit Ventures IV LLC, Adit Growth Equity I, Adit Growth Equity II, and Adit Growth Equity III, each of which may be deemed to be controlled by the reporting person.

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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