Sec Form 4 Filing - de Pablo Jorge @ Enphys Acquisition Corp. - 2021-10-08

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
de Pablo Jorge
2. Issuer Name and Ticker or Trading Symbol
Enphys Acquisition Corp. [ NFYS]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director X __ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Chief Executive Officer
(Last) (First) (Middle)
216 EAST 45TH ST, 13TH FLOOR
3. Date of Earliest Transaction (MM/DD/YY)
10/08/2021
(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
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
Warrant to Purchase Common Stock (right to buy) $ 11.5 10/08/2021 P 8,900,000 ( 1 ) ( 2 ) Class A Ordinary Shares 8,900,000 $ 1 17,445,000 I See footnote ( 3 )
Class B Common Stock ( 4 ) 10/08/2021 J( 5 ) 2,050,200 ( 4 ) ( 4 ) Class A Ordinary Shares 2,050,200 $ 0.0001 15,394,800 I See footnote ( 3 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
de Pablo Jorge
216 EAST 45TH ST, 13TH FLOOR
NEW YORK, NY10017
X X Chief Executive Officer
Signatures
/s/ Jorge de Pablo, as authorized signatory 10/13/2021
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The warrants become exercisable on the later of (i) 30 days after the completion of the registrant's initial business combination and (ii) 12 months from the closing of the registrant's initial public offering.
( 2 )The warrants expire 5 years after the completion of the registrant's initial business combination or earlier upon redemption or liquidation, as described in the registrant's prospectus filed with the SEC (File No. 333-257932).
( 3 )The securities are held directly by Enphys Acquisition Sponsor LLC (the "Sponsor"). Mr. de Pablo may be deemed to beneficially own securities held by the Sponsor by virtue of his control over the Sponsor. Mr. de Pablo disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein.
( 4 )As described in the Registration Statement under the heading "Description of Securities," the Class B ordinary shares automatically convert into the number of shares of Class A ordinary shares of the Issuer at the time of the Issuer's initial business combination on a one-for-one basis, subject to certain adjustments, and have no expiration date.
( 5 )Such number of shares were cancelled as described in the Registration Statement.

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