Our officers and directors are as follows: Name Age Position Justin Mirro 52 Chief Executive Officer and Chairman John Arney 53 Vice Chairman and President Daniel Huber 45 Chief Financial Officer Peter Goode 64 Chief Technology Officer Julian Ameler 35 Head of Business Development Anders Pettersson 62 Director Nominee Mitchell Quain 69 Director Nominee Mark Robertshaw 53 Director Nominee Nickolas Vande Steeg 78 Director Nominee William E. Kassling 77 Director Nominee Officers and directors Justin Mirro serves as our Chairman and Chief Executive Officer. Mr. Mirro has over 25 years of operating, M&A and financing experience in the automotive and automotive-related sector. He began his career at GM as a Tool and Die Manufacturing Engineer, with successive positions at Car and Driver Magazine, Toyota Motor Corporation and Itochu International Inc. prior to transitioning to automotive investment banking at Schroder & Co. Inc. / Salomon Smith Barney, Inc. / ABN Amro Inc. in 1996. In 1999, Mr. Mirro formed Kensington Capital Partners, LLC, where he has served as President since 2015, to invest in automotive and automotive-related sector businesses. In 2005, Mr. Mirro transitioned to Jefferies & Company, Inc. as Head of Automotive Investment Banking, and later served as the Head of Automotive Investment Banking at Moelis and RBC Capital Markets from 2008 to 2011 and 2011 to 2014, respectively. In his role, Mr. Mirro played a key role in leading and executing all aspects of capital raising, M&A and restructurings, and has advised on over 70 transactions totaling more than $60 billion of value for OEMs, suppliers and automotive-related industries. From 2016 to 2019, Mr. Mirro served as Chairman of the board of directors and audit committee of Pure Power one of the largest aftermarket suppliers of diesel fuel injectors, which was later sold to Stanadyne. In his role, Mr. Mirro focused on deal sourcing, structuring, capital raising, executive recruitment and the eventual sale process. Mr. Mirro served as the Chairman and Chief Executive Officer of Kensington SPAC I from April 2020 until it consummated its initial business combination with QuantumScape, a company that is developing next generation battery technology for electric vehicles and other applications, in November 2020, and currently serves as a director of QuantumScape. Mr. Mirro has served as the Chairman and Chief Executive Officer of Kensington SPAC II since January 2021 and expects to serve as the Chairman and Chief Executive Officer of the Other Kensington SPACs since March 2021. Mr. Mirro has sat on the boards of Cooper-Standard Holdings and Transtar Industries, Inc., since 2015 and 2017, respectively, where he has focused on M&A, capital structuring and public market strategy. We believe Mr. Mirro is well qualified to serve on our board of directors based on his extensive experience in financing in the automotive and industrials sector. John Arney serves as our Vice Chairman and President. Mr. Arney has over 30 years of experience sourcing, evaluating, acquiring, owning, operating and financing businesses in the industrial, automotive, energy, business services and digital sectors. Mr. Arney began his career at Price Waterhouse in 1990 where as a Manager, he advised industrial and private equity businesses on their acquisitions. In 1996 he 139 Table of Contents Management moved to 3i plc as a private equity investor and in 1998 joined Chase Capital Partners (which became JP Morgan Partners), where he was an Investment Director leading investments across Europe. In 2002 Mr. Arney joined European mid-market buy-out specialist Candover Partners where he was a Managing Director. In 2011 he led a management buy-out of the business to form Arle Capital Partners which managed three mid-market private equity funds through to realisation before Arle was sold in 2017. Mr. Arney founded industrial holding company The Smithfield Group in 2014. Over his career Mr Arney has led complex carve-outs, buyouts and acquisitions of companies headquartered in North America and Europe with global operations. Mr. Arney was a board director of Parques Reunidos and has served on a variety of industrial company boards including Pure Power Technologies, Innovia, Thule Group AB (“Thule”), Vetco International and Aibel and is a founder and board member of both Pure Safety Group, which he chairs, and Pure Lifting Group. We believe Mr. Arney is well qualified to serve on our board of directors based on his extensive business experience in the industrial, automotive and other sectors. Daniel Huber serves as our Chief Financial Officer. Mr. Huber has over 20 years of experience in investment banking, consulting, business development and operational management across a wide range of industries. Mr. Huber began his career as a Lieutenant in the United States Navy as a Surface Warfare (Nuclear) officer. While in the Navy, Mr. Huber led multiple divisions of sailors during complex missions and operations on U.S. warships in support of Operation Enduring Freedom and Operation Iraqi Freedom. Following his service, Mr. Huber was a manager in the public services consulting group of BearingPoint Inc. managing projects and engagements within the Department of State. From 2009 to 2018, Mr. Huber worked across several investment banks within the automotive and automotive-related investment banking industry, specifically at Moelis from 2009 to 2011, RBC Capital Markets from 2011 to 2014, Sterne Agee CRT (part of CRT Capital Group LLC) from 2015 to 2016 and PI Capital International LLC from 2016 to 2018. Mr. Huber has also served as the managing member of DEHC LLC since 2014. Mr. Huber served as Director of Corporate Development and M&A at Conduent, Inc. from 2018 until 2020 leading all aspects of deal execution across multiple industry verticals including the preparation and presentation of materials to senior executives outlining the strategic rationale of potential transactions. Mr. Huber served as the Chief Financial Officer and Secretary of Kensington SPAC I from April 2020 until it consummated its initial business combination in November 2020. Mr. Huber has served as the Chief Financial Officer and Secretary of Kensington SPAC II since January 2021 and expects to serve as the Chief Financial Officer and Secretary or Chief Financial Officer of the Other Kensington SPACs. Mr. Huber’s transaction experience includes public and private transactions across a variety of end markets, with a focus on automotive and automotive-related businesses. Dr. Peter Goode serves as our Chief Technology Officer. Dr. Goode has 40 years of experience in engineering, manufacturing and oilfield and industrial services. He is currently Chairman and co-founder of the leading U.S. onshore completions provider, GR Energy Services. He also co-founded and built Global Oilfield Services, a leadership U.S. ESP company, which was sold to Halliburton in November 2011. Dr. Goode has extensive international experience at the board level and in senior management, as well as in petroleum engineering and research. His professional roles include a number of positions with Schlumberger between 1985 and 2003 in the U.S., Indonesia and the U.K., including President—Well Completion and Productivity, President – Information Solutions, and President—Reservoir Management. These global roles included direct responsibility for the associated research, engineering and manufacturing activities. He also has extensive public company experience having been the Managing Director and CEO of Transfield Services between 2009 and 2013, a leading industrial services provider listed on the Australian Stock Exchange. Between 2004 and 2007, Dr. Goode was President and CEO of Vetco International Ltd., an international oilfield services company with revenue of approximately $3 billion per year and with operations in 34 countries. Early in his career he variously held positions at 140 Table of Contents Management Santos Ltd. in Australia and SOHIO Petroleum between 1979 and 1995, including the position of General Manager—Petroleum Development and Planning for Santos. Dr. Goode studied applied mathematics and computing science at the University of Adelaide, then completed a Ph.D. in petroleum engineering at Heriot-Watt University in Edinburgh, U.K. Julian Ameler serves as our Head of Business Development. Mr. Ameler has over 12 years of experience in investment banking, corporate finance and private equity across a wide range of industries. Mr. Ameler began his career in investment banking at UBS in Frankfurt and London, advising clients on buy- and sell-side M&A transactions, IPOs, capital raisings and restructurings in industrials and other sectors. In 2012, Mr. Ameler transitioned into Private Equity and joined Arle Capital Partners, a London based firm specialized in mid-market buyouts and growth capital in Europe, North America and Australia, where he first worked with John Arney. After working at Arle, Mr. Ameler joined John Arney in founding The Smithfield Group and became Smithfield’s Investment Director. During his time at Arle and Smithfield, Mr. Ameler was deeply involved in private equity investing including supervision and management of portfolio companies, refinancings, restructurings, strategy, deal-sourcing, due diligence, fund raising, acquisitions and divestments and played instrumental roles in the buyouts of Innovia Group, Pure Power Technologies, Pure Safety Group and Pure Lifting Group. Mr. currently sits on the board of Pure Lifting Group and of Pure Safety Group, where he also is the Chairman of the Audit & Risk Committee. Director Nominees Anders Pettersson, who has agreed to serve as a director following the completion of this offering, is the former Chief Executive Officer of Thule, a leading automotive aftermarket company. Under Mr. Pettersson’s leadership, he transformed Thule from an automotive aftermarket accessories business into a lifestyle consumer brand company. Mr. Pettersson brings over 30 years of experience in sourcing, evaluating and acquiring automotive businesses around the world. Mr. Pettersson has served as Chairman of Brink Group B.V., a leading towing hitch business in Europe, since 2014, and has served as a director at ZetaDisplay AB since 2014, at KlaraBo Sverige AB since 2014, at Skabholmen Invest AB since 2009 and at PS Enterprise AB since 2005. Mr. Pettersson served as Chief Executive Officer of Thule from 2002 to 2010, where he oversaw international expansion through the strategic acquisitions of Konig, Omnistor, Case Logic, TrackRac and Sportrack. Mr. Pettersson has also served as Chief Executive Officer of Hilding Anders AB from 2011 to 2014 and Capital Safety Group Inc. from 2010 to 2012, and previously held executive and managerial positions with AkzoNobel N.V. and Trelleborg AB. Mr. Pettersson served as a director of Pure Safety from 2010 to 2020, a director of Pure Power from 2016 to 2019, a director of Alite International AB from 2014 to 2019, a director of Victoria Park AB from 2011 to 2019, Chairman of the board of directors of Hilding Anders AB from 2012 to 2014 and a member of the operating review board of Arle Capital Partners Limited from 2012 to 2014. Mr. Pettersson served as a director of Kensington SPAC I from June 2020 until November 2020. Mr. Pettersson has served as a director of Kensington SPAC II since January 2021, and has also agreed to serve as a director of the Other Kensington SPACs. We believe Mr. Pettersson is well qualified to serve on our board of directors based on his extensive experience sourcing, evaluating and acquiring businesses. Mitchell Quain, who has agreed to serve as a director following the completion of this offering, is an investor and board member of multiple public companies serving the automotive and broader industrial segments, with vast knowledge of public equity markets. Mr. Quain has over 45 years of experience evaluating companies as both an equity research analyst and seasoned private equity investor. Mr. Quain has served as a member of the Executive Council at American Securities Inc. since 2020, having retired as 141 Table of Contents Management a Partner at One Equity Partners (part of JPMorgan Chase & Co.). Previously, he served on the boards of multiple public and private companies including DeCrane Aircraft Holdings Inc., Handy & Harman Ltd, Hardinge, Inc., HEICO Corporation, MagneTek, Inc., Mechanical Dynamics, Inc., RBC Bearings, Inc., Strategic Distribution Inc., Tecumseh Products Company, Titan International, Inc., Xerium, Inc. and Jason Industries, Inc., and was Executive Chairman of the board of directors of Register.com. Mr. Quain was a Senior Advisor at Carlyle Group Inc. from 2014 to 2020. He has served on the board of directors of AstroNova, Inc., Digirad Corporation and Williams Industrial Services Group Inc. since 2009, 2019 and 2020, respectively. Mr. Quain served as a director of Kensington SPAC I from June 2020 until November 2020. Mr. Quain has served as a director of Kensington SPAC II since January 2021, and has also agreed to serve as a director of the Other Kensington SPACs. We believe Mr. Quain is well qualified to serve on our board of directors based on his extensive board experience in the automotive and broader industrial segments and his audit committee financial expertise. Mark Robertshaw, who has agreed to serve as a director following the completion of this offering, is the Chairman of InPost, the leading e-commerce enablement platform in Poland providing delivery services through its network of Automated Parcel Machines (“APMs”) and the former Chief Executive Officer of Innovia Group, a leading provider of specialty polymer products and the world’s leading supplier of polymer bank notes. Under Mr. Robertshaw’s leadership, Innovia was transformed into a highly profitable business with operations in the Americas, Europe and Australia. Mr. Robertshaw brings over 30 years of experience in sourcing, evaluating and acquiring industrial businesses around the world. Mr. Robertshaw is chairman of InPost, a position he has held since October 2017. He is also chairman of the board of Vita Global Limited, a leading manufacturer of flexible PU foam. Previously, he was chairman of the board of Survitec Topco Limited from May 2018 to October 2019, a company in marine safety equipment, CEO of Innovia Group from January 2015 to February 2017, a producer of polymer products, CEO of Morgan Advanced Materials Plc from August 2006 to December 2014, a global industrial manufacturer, and Non-Executive director of Segro Plc from June 2010 to July 2018, a provider of logistics real estate buildings. Mr. Robertshaw is currently also director of Pthreefive Ltd and The Leigh Residents Management Company Limited. Mr. Robertshaw has a master’s and bachelor’s degree in Modern Languages from Oxford University. We believe Mr. Robertshaw is well qualified to serve on our board of directors based on his extensive management and board experience in the industrial segments. Nickolas Vande Steeg, who has agreed to serve as a director following the completion of this offering, served in a variety of roles at Parker-Hannifin for 34 years, a global supplier of innovative engineered products, ultimately serving as President, Chief Operating Officer and a Board Member from 2004 to 2007. He has served as an Officer of Parker-Hannifin Corporation, Chairman at APOU, Director and partial owner of Pacific Design Technologies. He served as a Director of Wabtec Corporation, Renaissance Parent Corp., Gardner Denver Holdings Inc, Westinghouse Air Brake Technologies Corporation and Insituform Technologies. He also has served as a Trustee of Azusa Pacific University and serves as a Director of Urban Youth Workers International. Mr. Vande Steeg holds a B.S. in Industrial Technology from the University of California, and an MBA with highest honors from Pepperdine University in Malibu, California. Mr. Vande Steeg was awarded the Shingo Lean Leadership Management Award in 2006. We believe Mr. Vande Steeg is well qualified to serve on our board of directors based on his extensive business experience in the industrial and other sectors. William E. Kassling, who has agreed to serve was a director following the completion of this offering, was the lead director of Wabtec Corporation until 2020, and served as President and Chief Executive Officer of Wabtec Corporation from 1990 until 2001 and 2004 to 2006, and served as Chairman from 2009 to 2013. Before leading a management group in the purchase of Wabtec Corporation from American Standard in 1990, Mr. Kassling spent six years overseeing its operations as American 142 Table of Contents Management Standard’s Vice President Group Executive, Railway Products Group. Prior to that, between 1978 and 1984, he served as Vice President Strategic Planning and Development and later as Vice President, Group Executive Building Specialties Group. In addition to Wabtec Corporation, Mr. Kassling is a board member the Pittsburgh Penguins and the Crosby Group and formerly served as a board member of Ingersol Rand (formerly Gardner Denver), Parker Hannifin Corporation, the Texas Rangers, Scientific Atlanta, Dravo, Commercial Intertech, Pacific Design Technologies, Pure Safety and Pure Power Technologies. He is also a member of the advisory board of the University of Pittsburgh Cancer Institute. Mr. Kassling holds a Master of Business Administration from the University of Chicago and a Bachelor of Science degree in Industrial Management from Purdue University. Earlier in his career, he worked at The Boston Consulting Group and also served as an officer in the United States Navy. We believe Mr. Kassling is well qualified to serve on our board of directors based upon his extensive experience with public and private industrial companies and transitioning private enterprises to the public market. Number and terms of office of officers and directors We intend to have seven directors upon completion of this offering. Our board of directors will be divided into three classes with only one class of directors being elected in each year and each class (except for those directors appointed prior to our first annual meeting of shareholders) serving a three-year term. The term of office of the first class of directors, consisting of Messrs. Kassling and Vande Steeg, will expire at our first annual meeting of shareholders. The term of office of the second class of directors, consisting of Messrs. Robertshaw and Quain, will expire at the second annual meeting of shareholders. The term of office of the third class of directors, consisting of Messrs. Mirro, Ameler, Arney and Patterson, will expire at the third annual meeting of shareholders. We may not hold an annual meeting of shareholders until after we consummate our initial business combination. Prior to the completion of our initial business combination, only holders of our Class B ordinary shares will have the right to vote on the appointment of directors. Holders of our public shares will not be entitled to vote on the appointment of directors during such time. In addition, prior to the completion of our initial business combination, holders of a majority of the outstanding Class B ordinary shares may remove a member of the board of directors for any reason. These provisions of our amended and restated memorandum and articles of association may only be amended by a special resolution passed by at least two-thirds (2/3) of all holders (which must include a simple majority of the holders of Class B ordinary shares). Our officers are appointed by the board of directors and serve at the discretion of the board of directors, rather than for specific terms of offi