Core Scientific, Inc./tx — Director's Dealing 2021

Feb 10, 2021

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: Power & Digital Infrastructure Acquisition Corp. (XPDI)
CIK: 0001839341
Period of Report: 2021-02-09

Reporting Person: EILERS PATRICK C (Director, Chief Executive Officer, 10% Owner)

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Class B common stock	$		Class A common stock (8505000)		Indirect

Footnotes

F1: As described in the issuer's registration statement on Form S-1 (File No. 333-252355) under the heading "Description of Securities--Founder Shares", the shares of Class B common stock, par value $0.0001 per share, will automatically convert into shares of Class A common stock, par value $0.0001 per share, of the issuer at the time of the issuer's initial business combination, on a one-for-one basis, subject to adjustment for stock splits, stock dividends, reorganizations, recapitalizations and the like, and certain anti-dilution rights and have no expiration date.

F2: The shares of Class B common stock beneficially owned by the reporting person include up to 1,125,000 shares that are subject to forfeiture to the extent 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.

F3: The securities reported herein are held by XPDI Sponsor LLC (the "Sponsor"). Energy & Power Transition Partners, LLC ("EPTP") is a managing member of the Sponsor. The reporting person controls EPTP, and as such has voting and investment discretion with respect to the securities held by the the Sponsor and may be deemed to have beneficial ownership of the securities held directly by the Sponsor. The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose.