Form 4 Cartesian Growth Corp For: May 19 Filed by: Yu Peter

May 23, 2022 9:00 PM EDT

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FORM 4 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
or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person *
Pangaea Three-B, LP

(Last) (First) (Middle)
505 FIFTH AVENUE, 15TH FLOOR

(Street)
NEW YORK NY 10017

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Cartesian Growth Corp [ GLBL ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
05/19/2022
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 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 (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 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 (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (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: 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 $ 11.5 05/19/2022   P   29,210 (1)     (2)   (3) Class A Ordinary Shares 29,210 $ 0.5132 8,929,210 D  
Warrants $ 11.5 05/20/2022   P   366,085 (1)     (2)   (3) Class A Ordinary Shares 366,085 $ 0.6468 9,295,295 D  
Explanation of Responses:
1. Represents securities held by Pangaea Three-B, LP. Pangaea Three-B, LP is controlled by Peter Yu, the Issuer's Chairman and Chief Executive Officer. Consequently, Mr. Yu may be deemed to share voting and dispositive control over the securities held by Pangaea Three-B, LP, and thus to share beneficial ownership of such securities. Mr. Yu disclaims beneficial ownership of the securities held by Pangaea Three-B, LP, except to the extent of his pecuniary interest therein.
2. Each warrant becomes exercisable on the later of one year after the closing of the Company's initial public offering or 30 days after the completion of an initial business combination, as described in the Issuer's prospectus filed with the SEC.
3. The warrants expire five years after the completion of an initial business combination, or earlier upon redemption or liquidation, as described in the Issuer's prospectus filed with the SEC.
Remarks:
See Exhibit 24.1 - Power of Attorney 
See Exhibit 24.2 - Power of Attorney
/s/ Adam Namoury, Attorney-in-Fact 05/23/2022
** Signature of Reporting Person Date
/s/ Adam Namoury, Attorney-in-Fact 05/23/2022
** 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.
                                                                    Exhibit 24.1

                               Power of Attorney

KNOW ALL BY THESE PRESENTS, that the undersigned hereby constitutes and appoints
each and any of Alan I. Annex, Jason T. Simon, Alexis Estela Kleinman Tobal and
Adam Namoury its true and lawful attorney-in-fact and agent, with full power of
substitution and re-substitution, for it and in its name, place and stead, in
any and all capacities (until revoked in writing) to:

1. sign any and all instruments, certificates and documents appropriate or
required to be executed on behalf of the undersigned pursuant to sections 13 and
16 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), and
any and all regulations promulgated thereunder (including, without limitation,
any Joint Filing Agreement with respect thereto), and to file the same, with all
exhibits thereto, and any other documents in connection therewith, with the
Securities and Exchange Commission (the "SEC"), and with any other entity when
and if such is mandated by the Exchange Act or by the Bylaws of the Financial
Industry Regulatory Authority;

2. prepare, execute, acknowledge, deliver and file a Form ID (including any
amendments or authentications thereto) with respect to obtaining EDGAR codes,
with the SEC;

3. seek or obtain, as the representative of the undersigned and on behalf of the
undersigned, information on transactions in securities, from any third party,
including brokers, employee benefit plan administrators and trustees, and the
undersigned hereby authorizes any such person to release any such information to
such attorneys-in-fact and the undersigned approves and ratifies any such
release of information; and

4. perform any and all other acts which in the discretion of such attorneys-in-
fact are necessary or desirable for and on behalf of the undersigned in
connection with the foregoing.

The undersigned acknowledges that:

1. this Power of Attorney authorizes, but does not require, such attorneys-in-
fact to act in their discretion on information provided to such attorneys-in-
fact without independent verification of such information;

2. any documents prepared and/or executed by such attorneys-in-fact on behalf of
any of the undersigned pursuant to this Power of Attorney will be in such form
and will contain such information and disclosure as such attorney-in-fact, in
his or her discretion, deems necessary or desirable;

3. the attorneys-in-fact do not assume (a) any liability for responsibility to
comply with the requirements of the Exchange Act for any of the undersigned, (b)
any liability for any failure to comply with such requirements for any of the
undersigned, or (c) any obligation or liability for profit disgorgement under
Section 16(b) of the Exchange Act for any of the undersigned; and

4. this Power of Attorney does not relieve any of the undersigned from
responsibility for compliance with the undersigned's obligations under the
Exchange Act, including without limitation the reporting requirements under
Sections 13 and 16 of the Exchange Act.

The undersigned hereby gives and grants the foregoing attorneys-in-fact full
power and authority to do and perform all and every act and thing whatsoever
requisite, necessary or appropriate to be done in and about the foregoing
matters as fully to all intents and purposes as the undersigned might or could
do if present, with full power of substitution and revocation, hereby ratifying
all that such attorney-in-fact, or such attorney-in-fact's substitute or
substitutes, of, for and on behalf of the undersigned, shall lawfully do or
cause to be done by virtue of this Power of Attorney. This Power of Attorney
shall remain in full force and effect until revoked by the undersigned in a
signed writing delivered to such attorneys-in-fact.

                            [Signature page follows]




       IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to
be executed as of this 21 day of February, 2021.


                                     CGC SPONSOR LLC

                                     By:   /s/ Peter Yu
                                           -------------------------------------
                                           Name: Peter Yu
                                           Title: President and Manager


                     [Signature Page to Power of Attorney]
 
                                                                    Exhibit 24.2

                               Power of Attorney

KNOW ALL BY THESE PRESENTS, that the undersigned hereby constitutes and appoints
each and any of Alan I. Annex, Jason T. Simon, Alexis Estela Kleinman Tobal and
Adam Namoury its true and lawful attorney-in-fact and agent, with full power of
substitution and re-substitution, for it and in its name, place and stead, in
any and all capacities (until revoked in writing) to:

1. sign any and all instruments, certificates and documents appropriate or
required to be executed on behalf of the undersigned pursuant to sections 13 and
16 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), and
any and all regulations promulgated thereunder (including, without limitation,
any Joint Filing Agreement with respect thereto), and to file the same, with all
exhibits thereto, and any other documents in connection therewith, with the
Securities and Exchange Commission (the "SEC"), and with any other entity when
and if such is mandated by the Exchange Act or by the Bylaws of the Financial
Industry Regulatory Authority;

2. prepare, execute, acknowledge, deliver and file a Form ID (including any
amendments or authentications thereto) with respect to obtaining EDGAR codes,
with the SEC;

3. seek or obtain, as the representative of the undersigned and on behalf of the
undersigned, information on transactions in securities, from any third party,
including brokers, employee benefit plan administrators and trustees, and the
undersigned hereby authorizes any such person to release any such information to
such attorneys-in-fact and the undersigned approves and ratifies any such
release of information; and

4. perform any and all other acts which in the discretion of such attorneys-in-
fact are necessary or desirable for and on behalf of the undersigned in
connection with the foregoing.

The undersigned acknowledges that:

1. this Power of Attorney authorizes, but does not require, such attorneys-in-
fact to act in their discretion on information provided to such attorneys-in-
fact without independent verification of such information;

2. any documents prepared and/or executed by such attorneys-in-fact on behalf of
any of the undersigned pursuant to this Power of Attorney will be in such form
and will contain such information and disclosure as such attorney-in-fact, in
his or her discretion, deems necessary or desirable;

3. the attorneys-in-fact do not assume (a) any liability for responsibility to
comply with the requirements of the Exchange Act for any of the undersigned, (b)
any liability for any failure to comply with such requirements for any of the
undersigned, or (c) any obligation or liability for profit disgorgement under
Section 16(b) of the Exchange Act for any of the undersigned; and

4. this Power of Attorney does not relieve any of the undersigned from
responsibility for compliance with the undersigned's obligations under the
Exchange Act, including without limitation the reporting requirements under
Sections 13 and 16 of the Exchange Act.

The undersigned hereby gives and grants the foregoing attorneys-in-fact full
power and authority to do and perform all and every act and thing whatsoever
requisite, necessary or appropriate to be done in and about the foregoing
matters as fully to all intents and purposes as the undersigned might or could
do if present, with full power of substitution and revocation, hereby ratifying
all that such attorney-in-fact, or such attorney-in-fact's substitute or
substitutes, of, for and on behalf of the undersigned, shall lawfully do or
cause to be done by virtue of this Power of Attorney. This Power of Attorney
shall remain in full force and effect until revoked by the undersigned in a
signed writing delivered to such attorneys-in-fact.

                            [Signature page follows]




       IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to
be executed as of this 23 day of February, 2021.


                                     Pangaea Three-B, LP

                                     By:  Pangaea Three GP, LP
                                     Its: General Partner


                                     By:  Pangaea Three Global GP, LLC
                                     Its: General Partner


                                     By:  /s/ Peter Yu
                                          --------------------------------------
                                          Name: Peter Yu
                                          Title: Manager


                     [Signature Page to Power of Attorney]
 


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