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*
CGC III Sponsor LLC

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

(Street)
NEW YORK NY 10017

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
05/01/2025
3. Issuer Name and Ticker or Trading Symbol
Cartesian Growth Corp III [ CGCT ]
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)
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 A ordinary shares 6,800,000(2) (1) D(3)
Class B ordinary shares (1) (1) Class A ordinary shares 100,000 (1) I See Footnote(3)
1. Name and Address of Reporting Person*
CGC III Sponsor LLC

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

(Street)
NEW YORK NY 10017

(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*
Pangaea Three-B, LP

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

(Street)
NEW YORK NY 10017

(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*
Yu Peter

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

(Street)
NEW YORK NY 10017

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
X Director X 10% Owner
X Officer (give title below) Other (specify below)
Chairman and CEO
Explanation of Responses:
1. The Class B ordinary shares of Cartesian Growth Corporation III (the "Issuer") have no expiration date and will automatically convert into Class A ordinary shares concurrently with or immediately following the consummation of the Issuer's initial business combination, or earlier at the option of the holder, on a one-for-one basis, subject to adjustment, as described in the Registration Statement on Form S-1 (File No. 333-284565) (the "Registration Statement") related to the Issuer's initial public offering (the "IPO").
2. Includes up to 900,000 shares subject to forfeiture by CGC III Sponsor LLC (the "Sponsor") depending on the extent to which the IPO underwriters' over-allotment option is exercised, as described in the Registration Statement.
3. Represents 6,800,000 shares held directly by the Sponsor and 100,000 shares held directly by CGC III Sponsor DirectorCo LLC ("DirectorCo") (of which 90,000 shares are held by DirectorCo for the benefit of the Issuer's independent directors). The Sponsor is the sole managing member of DirectorCo. Pangaea Three-B, LP ("Pangaea") is the sole member of the Sponsor and is controlled by Peter Yu. Consequently, each of Pangaea and Mr. Yu may be deemed to share voting and dispositive control over the securities held by the Sponsor and DirectorCo, and thus to share beneficial ownership of such securities. Each of Pangaea and Mr. Yu disclaims beneficial ownership of such securities except to the extent of its or his pecuniary interest therein.
Remarks:
See Exhibit 24.1 - Power of Attorney (CGC III Sponsor LLC); See Exhibit 24.2 - Power of Attorney (Pangaea Three-B, LP); See Exhibit 24.3 - Power of Attorney (Peter Yu)
/s/ Adam Namoury, Attorney-in-Fact 05/01/2025
** 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).
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