SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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: 3235-0104
Estimated average burden
hours per response: 0.5
1. Name and Address of Reporting Person*
CRANDELL KEITH

(Last) (First) (Middle)
DA32 LIFE SCIENCE TECH ACQUISITION CORP
345 PARK AVENUE SOUTH, 12TH FLOOR

(Street)
NEW YORK NY 100100

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
07/27/2021
3. Issuer Name and Ticker or Trading Symbol
DA32 Life Science Tech Acquisition Corp. [ DALS ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X 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 30,000 (1) D
Class B Common Stock (3) (3) Class A Common Stock 5,166,250 (3) I(2) Through DA32 Sponsor LLC
Explanation of Responses:
1. The Reporting Person directly owns 30,000 shares of Class B Common Stock, which are convertible into shares of Class A Common Stock as described under the heading "Description of Securities" in the Issuer's registration statement on Form S-1 (File No. 333-257679) and have no expiration date.
2. DA32 Sponsor LLC ("Sponsor") is the record holder of the securities reported herein. As a managing member of Sponsor, ARCH Venture Fund XI, L.P. ("AVF") may be deemed to beneficially own the securities owned directly by Sponsor. As the sole general partner of AVF, ARCH Venture Partners XI, L.P. ("AVP LP") may be deemed to beneficially own the securities owned directly by Sponsor. As the sole general partner of AVP LP, ARCH Venture Partners XI, LLC ("AVP LLC") may be deemed to beneficially own securities owned directly by Sponsor. As the members of the investment committee, each of Kristina Burow, Robert Nelsen, Keith Crandell and Steven Gillis may be deemed to beneficially own securities owned directly by Sponsor. The Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of such Reporting Person's pecuniary interest therein.
3. The shares of Class B Common Stock are convertible for shares of the Issuer's Class A Common Stock as described under the heading "Description of Securities" in the Issuer's Registration Statement on Form S-1 (File No. 333-257679) (the "Registration Statement") and have no expiration date. The shares of Class B Common Stock beneficially owned by the Reporting Person include up to 750,000 shares of Class B Common Stock subject to forfeiture to the Issuer depending on the extent to which the underwriters' over-allotment option is exercised in connection with the Issuer's initial public offering of Class A Common Stock, as described in the Registration Statement.
Remarks:
See Exhibit 24.1 - Power of Attorney.
/s/ Henrikki Harsu, Attorney-in-Fact 07/27/2021
** 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 5 (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.