BHAV Acquisition Corp.

05/05/2026 | Press release | Distributed by Public on 05/05/2026 17:00

Statement of Changes in Beneficial Ownership (Form 4)

FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
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
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden hours per response... 0.5
(Print or Type Responses)
1. Name and Address of Reporting Person *
BHAV Partners LLC
2. Issuer Name and Ticker or Trading Symbol
BHAV Acquisition Corp [BHAV]
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 BHAV ACQUISITION CORP, 255 OLD NEW BRUNSWICK RD., SUITE N210
3. Date of Earliest Transaction (Month/Day/Year)
05/03/2026
(Street)
PISCATAWAY, NJ 08854
4. If Amendment, Date Original Filed (Month/Day/Year)
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 (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 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
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)
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 (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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Class B Ordinary Shares (1) 05/03/2026 J 500,000(2) (1) (1) Class A Ordinary Shares 500,000(1) (1) 2,683,333 D(3)

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
BHAV Partners LLC
C/O BHAV ACQUISITION CORP
255 OLD NEW BRUNSWICK RD., SUITE N210
PISCATAWAY, NJ 08854
X
Devanur Giri
C/O BHAV ACQUISITION CORP
255 OLD NEW BRUNSWICK RD., SUITE N210
PISCATAWAY, NJ 08854
X X CEO and Director

Signatures

/s/ BHAV Partners LLC, By: Giri Devanur, as Managing Member 05/05/2026
**Signature of Reporting Person Date
/s/ Giri Devanur 05/05/2026
**Signature of Reporting Person Date

Explanation of Responses:

* 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) The Class B ordinary shares held by BHAV Partners LLC (the "Sponsor") were acquired pursuant to a subscription agreement by and between the Sponsor and BHAV Acquisition Corp (the "Issuer"). These Class B ordinary shares will automatically convert into Class A ordinary shares of the Issuer at the time of the Issuer's initial business combination on a one-for-one basis, subject to certain adjustments in the Issuer's amended and restated memorandum and articles of association, or earlier at the option of the holder, and have no expiration date.
(2) As described in the registration statement on Form S-1 (File No. 333-293399) of the Issuer, 500,000 Class B ordinary shares held by the Sponsor were automatically forfeited upon expiration of the underwriters' over-allotment option granted to the underwriters in connection with the Issuer's initial public offering.
(3) The reporting person, BHAV Partners LLC, in whose name the securities reported herein are held, is managed by its managing member, Giri Devanur. Mr. Devanur is also the Chief Executive Officer and director of the Issuer. Mr. Devanur holds voting and investment discretion with respect to the securities held of record by the Sponsor. Mr. Devanur may be deemed a beneficial owner of securities held by the Sponsor but he disclaims beneficial ownership of any such securities except to the extent of their respective pecuniary interest therein.
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.
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