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

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1. Name and Address of Reporting Person* TCAC Sponsor, LLC (Last) (First) (Middle) 655 THIRD AVENUE, 8TH FL (Street) NEW YORK NY 10017 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 02/11/2021	3. Issuer Name and Ticker or Trading Symbol SpringBig Holdings, Inc. [ SBIG ]
		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) 02/11/2021
			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 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 ordinary shares	(1)	(1)	Class B ordinary shares	4,901,250(2)(3)(4)	(1)	D

1. Name and Address of Reporting Person* TCAC Sponsor, LLC (Last) (First) (Middle) 655 THIRD AVENUE, 8TH FL (Street) NEW YORK NY 10017 (City) (State) (Zip)

1. Name and Address of Reporting Person* Tuatara Capital Fund II, L.P. (Last) (First) (Middle) 655 THIRD AVENUE, 8TH FL (Street) NEW YORK NY 10017 (City) (State) (Zip)

Explanation of Responses:

1. As described in the issuer's registration statement on Form S-1 (File No. 333-252484) (the "Registration Statement") under the heading "Description of Securities - Founder Shares", the Class B ordinary shares will automatically convert into Class A ordinary shares on a one-for-one basis concurrently with or immediately following the consummation of the issuer's initial business combination, subject to adjustment as described in the Registration Statement. The Class B ordinary shares have no expiration date.

2. These shares represent Class B ordinary shares held by the reporting person, acquired pursuant to a subscription agreement by and between the reporting person and the issuer. The Class B ordinary shares owned by the reporting person includes up to 656,250 shares that are subject to forfeiture in the event the underwriters of the initial public offering of the issuer's securities do not exercise in full their over-allotment option as described in the issuer's registration statement.

3. TCAC Sponsor, LLC (the "Sponsor") is the record owner of these shares. Tuatara Capital Fund II, L.P ("Fund II") is the sole member of the Sponsor. Fund II was omitted as a reporting person from the Sponsor's original Form 3 and was also omitted from a Form 4 filed by the reporting person after its original Form 3 was filed. Fund II is controlled by a board of managers comprised of three individuals - Albert Foreman, Mark Zittman and Marc Riiska.

4. Any action by the Sponsor with respect to shares of the Issuer, including voting and dispositive decisions, requires a majority vote of the managers of the board of managers of Fund II. Under the so-called "rule of three," because voting and dispositive decisions are made by a majority of Fund II's managers, none of the managers is deemed to be a beneficial owner of the Issuer's securities, even those in which he holds a pecuniary interest. Accordingly, none of the managers is deemed to have or share beneficial ownership of the founders shares held by the Sponsor.

	TCAC Sponsor, LLC, By: : Al Foreman , as authorized signatory	06/28/2022
	Tuatara Capital Fund II, L.P., By: Al Foreman, as authorized signatory	06/28/2022
	** 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 5 (b)(v).
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