01/02/2026 | Press release | Distributed by Public on 01/02/2026 17:20
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FORM 3
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF 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. | SEC 1473 (7-02) | ||
| 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. | |||
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1. Title of Derivative Security (Instr. 4) |
2. Date Exercisable and Expiration Date (Month/Day/Year) |
3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) |
4. Conversion or Exercise Price of Derivative Security |
5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5) |
6. Nature of Indirect Beneficial Ownership (Instr. 5) |
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| Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
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Athanor Capital 2578 BROADWAY, #593 NEW YORK, NY 10025 |
X | |||
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UGS Capital LLC 850 NEW BURTON ROAD, SUITE 201 DOVER, DE 19904 |
X | |||
| Athanor Capital, /s/ Parvinder Thiara, Director | 01/02/2026 | |
| **Signature of Reporting Person | Date | |
| UGS Capital LLC, /s/ Parvinder Thiara, Manager | 01/02/2026 | |
| **Signature of Reporting Person | Date |
| * | If the form is filed by more than one reporting person, see Instruction 5(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 December 29, 2025, Athanor Capital acquired 8,657,402 Class A Ordinary Shares from the Issuer in a private placement transaction. Athanor Capital is an Exempted Company incorporated in the Cayman Islands with Limited Liability. UGS Capital LLC is a limited liability company organized under the laws of the State of Delaware. Athanor Capital directly owns the Class A Ordinary Shares of the Issuer. UGS Capital LLC owns all the shares of Athanor Capital. |