GOLDMAN SACHS & CO. LLC Form 3/A Filed 2023-03-08

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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person ^*

GOLDMAN SACHS GROUP INC

2. Date of Event Requiring Statement (Month/Day/Year)

02/14/2023

3. Issuer Name and Ticker or Trading Symbol

Newcourt Acquisition Corp [NCAC]

(Last)

(First)

(Middle)

200 WEST STREET

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 Original Filed (Month/Day/Year)

02/23/2023

(Street)

NEW YORK, NY 10282

(City)

(State)

(Zip)

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)
Common stock	3,749	I	See footnote⁽¹⁾⁽²⁾

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 of Derivative Security: 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
Equity Swap	⁽³⁾	⁽³⁾	Common stock	3,749	⁽³⁾	I	See footnote⁽¹⁾⁽²⁾

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
GOLDMAN SACHS GROUP INC 200 WEST STREET NEW YORK, NY 10282		X
GOLDMAN SACHS & CO. LLC 200 WEST STREET NEW YORK, NY 10282		X

Explanation of Responses:

1.	This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group") and Goldman Sachs & Co. LLC ("Goldman Sachs" and together with GS Group, the "Reporting Persons"). Goldman Sachs is a subsidiary of GS Group. Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein.
2.	The securities of the Issuer reported herein is beneficially owned directly by Goldman Sachs and indirectly by GS Group.
3.	Goldman Sachs is a party to an equity swap agreement which, upon the termination of the agreement on December 15, 2026 Goldman Sachs will receive from the counterparty any decrease in the price of the Common Stock below $10.14 per share and the counterparty will receive from Goldman Sachs any increase in the price of the Common Stock above $10.14 per share, in each case, based on a notional amount of 3,749 shares of Common Stock.

	Signatures
	/s/ Jamison Yardley, Attorney-in-fact	03/08/2023
	/s/ Jamison Yardley, Attorney-in-fact	03/08/2023
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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