07/24/2026 | Press release | Distributed by Public on 07/24/2026 15:37
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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 | ||||||||
| Private Warrants | $11.50 | 07/22-05:00/2026 | P | 15,000(1)(2) | (4) | (4) | Ordinary Shares | 15,000(3) | (2) | 239,300 | D | ||||
| Private Rights | $ 0 (6) | 07/22-05:00/2026 | P | 15,000(2)(1) | (6) | (6) | Ordinary Shares | 3,750(5) | (2) | 239,300 | D | ||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
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Southern Cross Acquisition I Sponsor Corp. C/O SOUTHERN CROSS ACQUISITION I CORP. 1412 BROADWAY 21ST FLOOR SUITE 21V NEW YORK, NY 10018 |
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Chen Dong (DC) C/O SOUTHERN CROSS ACQUISITION I CORP. 1412 BROADWAY 21ST FLOOR SUITE 21V NEW YORK, NY 10018 |
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| /s/ Dong Chen as Director of Southern Cross Acquisition I Sponsor Corp. | 07/22/2026 | |
| **Signature of Reporting Person | Date | |
| /s/ Dong Chen | 07/22/2026 | |
| **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) | Southern Cross Acquisition I Sponsor Corp., a Cayman Islands exempted company (the "Sponsor"), is the record holder of the securities reported herein. Mr. Dong Chen is the sole member and director of the Sponsor, which entitles him to voting, dispositive or investment power over the Sponsor. As such, Mr. Dong Chen is deemed to have voting and dispositive rights over the securities of Southern Cross Acquisition I Corp. (the "Issuer") held by the Sponsor. |
| (2) | Represents 15,000 ordinary shares included in 15,000 additional private units (the "Private Units") purchased by the Sponsor in a private placement (the "Private Placement") simultaneously with the closing of the Issuer's initial public offering in connection with the underwriter's exercise of their over-allotment option, at a purchase price of $10 per Private Unit. Each Private Unit consists of one ordinary share, one redeemable warrant, and one right to receive one-fourth (1/4) of one ordinary share. |
| (3) | Represents 15,000 ordinary shares issuable upon exercise of 15,000 private warrants of the Issuer underlying the Private Units acquired by the Sponsor in the Private Placement. Each private warrant entitles the holder to purchase one ordinary share at an exercise price of $11.50 per share. |
| (4) | As described in the Warrant Agreement dated July 20, 2026, between the Issuer and Continental Stock Transfer & Trust Company, which is filed as Exhibit 4.4 to the Issuer's Registration Statement on Form S-1 (File No. 333-296723)(the "Registration Statement"), the private warrants will become exercisable on the later of (i) 30 days after the completion of an initial business combination and (ii) one year from the date that the Registration Statement is declared effective, and will expire five years after the completion of the Issuer's initial business combination or earlier upon redemption or liquidation, as described in the Registration Statement. |
| (5) | Represents 3,750 ordinary shares issuable upon conversion of 15,000 private rights of the Issuer, each private right entitling the holder to receive one-fourth (1/4) of one ordinary share of the Issuer, underlying the Private Units acquired by the Sponsor in the Private Placement. |
| (6) | As described in the Rights Agreement dated July 20, 2026, between the Issuer and Continental Stock Transfer & Trust Company, which is filed as Exhibit 4.6 of the Registration Statement, each private right of the Issuer will automatically convert into one-fourth (1/4) of one ordinary share of the Issuer upon the completion of the Issuer's initial business combination. |