Sec Form 3 Filing - Tailwind International Sponsor LLC @ Tailwind International Acquisition Corp. - 2021-02-18

FORM 3 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP 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 Tailwind International Sponsor LLC 2. Issuer Name and Ticker or Trading Symbol Tailwind International Acquisition Corp. [ TWNI] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director X __ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) C/O TAILWIND INT'L ACQUISITION CORP., 150 GREENWICH STREET, 29TH FLOOR 3. Date of Earliest Transaction (MM/DD/YY) 02/18/2021 (Street) NEW YORK, NY10006 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) _____ Form filed by One Reporting Person __ X __ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) 6. Date Exercisable and Expiration Date (MM/DD/YY) 7. Title and Amount of Underlying Securities (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares Class B ordinary shares ( 1 ) ( 1 ) ( 1 ) Class A ordinary shares 8,625,000 ( 2 ) D ( 3 )

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Tailwind International Sponsor LLC C/O TAILWIND INT'L ACQUISITION CORP. 150 GREENWICH STREET, 29TH FLOOR NEW YORK, NY10006 X Stadlen Tommy C/O TAILWIND INT'L ACQUISITION CORP. 150 GREENWICH STREET, 29TH FLOOR NEW YORK, NY10006 X X Krim Philip C/O TAILWIND INT'L ACQUISITION CORP. 150 GREENWICH STREET, 29TH FLOOR NEW YORK, NY10006 X Signatures /s/ Tailwind International Sponsor LLC, by Philip Krim, Manager 02/18/2021 Signature of Reporting Person Date /s/ Philip Krim 02/18/2021 Signature of Reporting Person Date /s/ Tommy Stadlen 02/18/2021 Signature of Reporting Person Date

Explanation of Responses:

( 1 )As described in the issuer's registration statement on Form S-1 (File No. 333-252595) under the heading "Description of Securities-Founder Shares", the Class B ordinary shares, par value $0.0001 per share, will automatically convert into our Class A ordinary shares, par value $0.0001 per share,at the time of our initial business combination or earlier at the option of the holders, on a one-for-one basis, subject to adjustment for share splits, share capitalization, reorganizations, recapitalizations and the like, and certain anti-dilution rights and have no expiration date. ( 2 )The Class B ordinary shares beneficially owned by the reporting persons include up to 1,125,000 shares that are subject to forfeiture to the extent the underwriter of the initial public offering of the issuer's securities does not exercise in full its over-allotment option, as described in the issuer's registration statement. ( 3 )Tailwind International Sponsor LLC directly holds 8,625,000 shares. Mr. Philip Krim and Mr. Tommy Stadlen together control Tailwind International Sponsor LLC and, as such, share voting and investment discretion with respect to the securities held by Tailwind International Sponsor LLC and may be deemed to have beneficial ownership of such securities. Mr. Philip Krim and Mr. Tommy Stadlen disclaim beneficial ownership of such securities except to the extent of their 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.

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 4(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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