Form 3 Parabellum Acquisition For: Sep 27 Filed by: Parabellum Acquisition Partners, LLC

September 27, 2021 8:42 PM EDT

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Washington, D.C. 20549


Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB Number: 3235-0104
Expires: December 31, 2014
Estimated average burden
hours per response: 0.5
1. Name and Address of Reporting Person *
Parabellum Acquisition Partners, LLC

(Last) (First) (Middle)


(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
3. Issuer Name and Ticker or Trading Symbol
Parabellum Acquisition Corp. [ PRBM.U ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Class B Common Stock   (1)   (1) Class A Common Stock 3,593,750 (2) (1) D (3)  
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 as described under the heading "Description of Securities--Founder Shares" in the Issuer's registration statement on Form S-1 (File No. 333-254763), on a one-for-one basis, subject to adjustment for stock splits, stock capitalizations, reorganizations, recapitalizations and the like, and certain anti-dilution rights and have no expiration date.
2. The shares of Class B common stock owned by the reporting person include up to 468,750 shares that are subject to forfeiture in the event the underwriters of the offering do not exercise in full their over-allotment option as described in the registration statement on Form S-1 (File No. 333-254763).
3. Parabellum Acquisition Partners, LLC is the record holder of the shares reported herein. Narbeh Derhacobian and Daniel B. Wolfe are managers of Parabellum Acquisition Partners, LLC, and hold voting and dispositive power over the shares held by Parabellum Acquisition Partners, LLC. Messrs. Derhacobian and Wolfe disclaim beneficial ownership of these shares except to the extent of its or their respective pecuniary interest therein.
/s/ Narbeh Derhacobian, Managing Member of Parabellum Acquisition Partners, LLC 09/27/2021
** Signature of Reporting Person Date
/s/ Daniel B. Wolfe, Manager of Parabellum Acquisition Partners, LLC 09/27/2021
** Signature of Reporting Person Date
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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

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