dMY Squared Technology Group, Inc. — Director's Dealing 2022

Sep 30, 2022

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: dMY Squared Technology Group, Inc. (DMYY)
CIK: 0001915380
Period of Report: 2022-09-29

Reporting Person: dMY Squared Sponsor, LLC (10% Owner)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2022-09-29	Class B Common Stock	$	P	431250	Acquired		Class A Common Stock (431250)	Direct

Footnotes

F1: 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. 333-267381)(the "Registration Statement") and have no expiration date.

F2: Adjusted to reflect the forfeiture of 431,250 shares of Class B common stock by dMY Squared Sponsor, LLC on September 29, 2022 as further described in the Issuer's Form 8-K filed on September 30, 2022 and the Exhibit 10.1 thereto. The shares of Class B common stock beneficially owned by the Reporting Person includes up to 225,000 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 units, as described in the Registration Statement.

F3: dMY Squared Sponsor, LLC is the record holder of the securities reported herein. Harry L. You is the manager of dMY Squared Sponsor, LLC and has voting and investment discretion with respect to the securities held of record by dMY Squared Sponsor, LLC.