SEC Form 4
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
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
  
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
  
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Northern Star IV Sponsor LLC

(Last) (First) (Middle)
C/O GRAUBARD MILLER
405 LEXINGTON AVENUE, 44TH FLOOR

(Street)
NEW YORK NY 10174

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Northern Star Investment Corp. IV [ NSTD ]
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)
08/14/2023
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
Class B Common Stock $0(1) 08/14/2023 J(2) 58,333 (1) (1) Class A Common Stock 58,333 $0.0025(2) 58,333 I(3) by Northern Star IV Sponsor LLC(3)
1. Name and Address of Reporting Person*
Northern Star IV Sponsor LLC

(Last) (First) (Middle)
C/O GRAUBARD MILLER
405 LEXINGTON AVENUE, 44TH FLOOR

(Street)
NEW YORK NY 10174

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
LEDECKY JONATHAN J

(Last) (First) (Middle)
C/O GRAUBARD MILLER
405 LEXINGTON AVENUE, 44TH FLOOR

(Street)
NEW YORK NY 10174

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
X Director X 10% Owner
X Officer (give title below) Other (specify below)
President, COO
Explanation of Responses:
1. The Class B Common Stock will convert into Class A Common Stock upon the earlier of (1) request by the holder or (2) automatically at the time of the Issuer's initial business combination. Such conversion shall be on a one-for-one basis, subject to adjustment. The Class B Common Stock has no exercise or conversion price, nor expiration date.
2. These shares of Class B Common Stock of the Issuer (the "Shares") were transferred to Northern Star IV Sponsor LLC (the "Sponsor"), the sponsor of the Issuer, for the same aggregate purchase price originally paid for such Shares. The Sponsor had initially transferred the Shares to the transferor prior to the Issuer's initial public offering.
3. These shares are owned directly by Northern Star IV Sponsor LLC, a ten percent owner of the issuer, and indirectly by its managing members, Jonathan Ledecky, the Issuer's President and Chief Operating Officer and a director on its Board of Directors. Mr. Ledecky disclaims beneficial ownership of the securities held by Northern Star IV Sponsor LLC, except to the extent of his pecuniary interest therein.
Northern Star IV Sponsor LLC, by Jonathan J. Ledecky, Managing Member 08/16/2023
/s/ Jonathan J. Ledecky 08/16/2023
** 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.