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

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(Print or Type Responses)

1. Name and Address of Reporting Person * Khare Bhisham 2. Issuer Name and Ticker or Trading Symbol Aeries Technology, Inc. [AERT] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) __X__ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) Chief Executive Officer (Last) (First) (Middle) C/O AERIES TECHNOLOGY, INC. 60 PAYA, LEBAR ROAD, #08-13 PAYA LEBAR SQUARE 3. Date of Earliest Transaction (Month/Day/Year) 09/22/2025 (Street) SINGAPORE, U0 409051 4. If Amendment, Date Original Filed (Month/Day/Year) 6. Individual or Joint/Group Filing (Check Applicable Line) _X_ Form filed by One Reporting Person ___ 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 Class A Ordinary Shares 09/22/2025 M(1) 851,184 A $ 0 (1) 2,507,440 D

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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

Aeries Shares Put Exchange Right

(1)(2)

09/22/2025

M(1)

59,110

(2)

(2)

Class A Ordinary Shares

851,184

$ 0 (1)(2)

0

D

Aeries Shares Call Exchange Right

(2)

09/22/2025

J(2)

59,110

(2)

(2)

Class A Ordinary Shares

851,184

$ 0 (2)

0

D

Aeries Shares Put Exchange Right

(2)

(2)

(2)

See footnote(2)

(2)

59,110

I

See footnote(3)

Aeries Shares Call Exchange Right

(2)

(2)

(2)

See footnote(2)

(2)

59,110

I

See footnote(3)

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
Khare Bhisham C/O AERIES TECHNOLOGY, INC. 60 PAYA LEBAR ROAD, #08-13 PAYA LEBAR SQUARE SINGAPORE, U0 409051	X		Chief Executive Officer

Signatures

/s/ Daniel S. Webb, as attorney-in-fact for Bhisham Khare		09/24/2025
**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)	On September 22, 2025, pursuant to the terms of certain Exchange Agreement, dated as of November 6, 2023 (as amended, the "Exchange Agreement"), by and among Aeries Technology, Inc. (the "Issuer"), Aeries Technology Group Business Accelerators Private Limited ("Aeries"), the Reporting Person, and the other parties thereto, the Reporting Person exercised his right to exchange 59,110 ordinary shares of Aeries, par value INR 10 per share (the "Aeries Shares"), for Class A ordinary shares, par value $0.0001 per share ("Class A Ordinary Shares") of the Issuer, at an exchange rate of 14.40 Class A Ordinary Shares for each Aeries Share (the "Exchange").
(2)	The Exchange Agreement provides that the Reporting Person may exercise his right to have the Issuer exchange his Aeries Shares for Class A Ordinary Shares upon the satisfaction of certain conditions included in the Exchange Agreement. The Issuer determined that the exercise conditions were satisfied as of March 26, 2024 and, pursuant to the terms of the Exchange Agreement, after April 1, 2024, the Reporting Person had the right to exchange 100% of his Aeries Shares. As previously reported, pursuant to the Exchange Agreement, the Issuer had an Aeries Share Call Exchange Right to effect the Exchange. Upon the Reporting Person's exercise of the Aeries Shares Put Exchange Right, the Issuer's Aeries Shares Call Exchange Right with respect to such Aeries Shares was terminated.
(3)	Represents Class A Ordinary Shares issuable pursuant to the exercise of exchange rights with respect to Aeries Shares held by the Aeries Employee Stock Option Trust ("ESOP Trust") for which the reporting is person is a beneficiary and assumes distribution of such Aeries Shares by the ESOP Trust to the reporting person prior to an exchange for Class A Ordinary Shares.

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