American Exceptionalism Acquisition Corp. A

10/01/2025 | Press release | Distributed by Public on 10/01/2025 16:35

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 *
AEXA Sponsor LLC
2. Issuer Name and Ticker or Trading Symbol
American Exceptionalism Acquisition Corp. A [AEXA]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director __X__ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
AMERICAN EXCEPTIONALISM ACQUISITION, CORP. A 506 SANTA CRUZ AVE, SUITE 300
3. Date of Earliest Transaction (Month/Day/Year)
09/29/2025
(Street)
MENLO PARK, CA 94025
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
Class A Ordinary Shares 09/29/2025 A 175,000(1) A $10 175,000 D(2)
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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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

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
AEXA Sponsor LLC
AMERICAN EXCEPTIONALISM ACQUISITION
CORP. A 506 SANTA CRUZ AVE, SUITE 300
MENLO PARK, CA 94025
X X
Palihapitiya Chamath
AMERICAN EXCEPTIONALISM ACQUISITION
CORP. A 506 SANTA CRUZ AVE, SUITE 300
MENLO PARK, CA 94025
X X
American Exceptionalism Acquisition Corp. A
AMERICAN EXCEPTIONALISM ACQUISITION
CORP. A 506 SANTA CRUZ AVE, SUITE 300
MENLO PARK, CA 94025
X X

Signatures

AEXA Sponsor LLC, By: /s/ Chamath Palihapitiya as Manager 10/01/2025
**Signature of Reporting Person Date
Chamath Palihapitiya, By: /s/ Chamath Palihapitiya 10/01/2025
**Signature of Reporting Person Date
SC SPAC Holdings LLC, By: /s/ Chamath Palihapitiya 10/01/2025
**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) Represents shares directly held by AEXA Sponsor LLC (the "Sponsor") and which were acquired pursuant to a Private Placement Shares Purchase Agreement, dated as of September 25, 2025, between the Sponsor and American Exceptionalism Acquisition Corp. A (the "Issuer").
(2) The reporting owner, the Sponsor, in whose name the securities reported herein are held, is managed by its manager, Chamath Palihapitiya. A majority of the voting interests of the Sponsor are held by SC SPAC Holdings LLC ("SC SPAC Holdings"), which is controlled by Mr. Palihapitiya. Mr. Palihapitiya and SC SPAC Holdings may be deemed to beneficially own shares held by the Sponsor by virtue of their direct or indirect interests in the Sponsor or their shared control over the Sponsor, as the case may be. Each of Mr. Palihapitiya and SC SPAC Holdings disclaims beneficial ownership of the shares held by the Sponsor, except to the extent of such person's pecuniary interest therein. This initial holding statement for SC SPAC Holdings has been made using the Issuer's CIK codes in order to satisfy Form 4 filing requirements. An amendment will be filed for SC SPAC Holdings upon receipt of its CIK filer codes from the SEC.

Remarks:
On the basis of the relationship between the Sponsor, SC SPAC Holdings and Mr. Palihapitiya, the Sponsor and SC SPAC Holdings will be deemed directors by deputization.
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.
American Exceptionalism Acquisition Corp. A published this content on October 01, 2025, and is solely responsible for the information contained herein. Distributed via SEC EDGAR on October 01, 2025 at 22:35 UTC. If you believe the information included in the content is inaccurate or outdated and requires editing or removal, please contact us at [email protected]