11/04/2026 | Press release | Distributed by Public on 11/04/2026 17:20
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FORM 4
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) | ||
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1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) |
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 (Month/Day/Year) |
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) |
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| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Class B Ordinary Shares | (2) | 11/02/2026 | J(3) | 750,000(3) | (2) | (2) | Class A Ordinary Shares | 750,000 | (3) | 5,000,000 | I | See Footnote(1) | |||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
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Das Soumen 8795 FOLSOM BLVD SACRAMENTO, CA 95826 |
X | X | ||
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Patel Miteshkumar 8795 FOLSOM BLVD SACRAMENTO, CA 95826 |
X | |||
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SPACCIRCLE SPONSOR LLC 8795 FOLSOM BLVD SACRAMENTO, CA 95826 |
X | |||
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SPACCatalyst LLC 8795 FOLSOM BLVD SACRAMENTO, CA 95826 |
X | |||
| /s/ Soumen Das | 11/04/2026 | |
| **Signature of Reporting Person | Date | |
| /s/ MiteshKumar Patel | 11/04/2026 | |
| **Signature of Reporting Person | Date | |
| SPACCatalyst LLC, By: /s/ Soumen Das, Name: Soumen Das, Title: Authorized Person | 11/04/2026 | |
| **Signature of Reporting Person | Date | |
| SPACCircle Sponsor LLC, By: SPACCatalyst LLC, its manager, By: /s/ Soumen Das, Name: Soumen Das, Title: Authorized Person: | 11/04/2026 | |
| **Signature of Reporting Person | Date |
| * | 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). |
| (1) | Soumen Das, a director of the Issuer, and MiteshKumar Patel are the managing members of SPACCatalyst LLC, which is the managing member of SPACCircle Sponsor LLC (the "Sponsor") and have voting and investment discretion with respect to the securities held by the Sponsor. As such, each of Messrs. Das and Patel may be deemed to possess beneficial ownership of the securities held directly by the Sponsor. Each of Messrs. Das and Patel disclaims any beneficial ownership of the reported securities other than to the extent of any pecuniary interest he may have therein, directly or indirectly. |
| (2) | As described in the registration statement on Form S-1 (File No. 333-298956) of SPACCircle Acquisition Corp. (the "Issuer") under the heading "Description of Securities--Ordinary Shares--Founder Shares," the Class B ordinary shares will automatically convert into Class A ordinary shares at the time of the Issuer's initial business combination, or at any time prior to the Issuer's initial business combination, at the option of the holder, on a one-for-one basis, subject to certain adjustments. The Class B ordinary shares have no expiration date. No consideration is payable upon conversion. |
| (3) | As contemplated in connection with the initial public offering of the Issuer, as a result of the underwriters' forfeiture of the over-allotment option, 750,000 Class B ordinary shares were surrendered by the Sponsor to the Issuer for no consideration. |