SEC FORM 4

SEC FORM 4 SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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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 for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

ASPAC III (Holdings) Corp.

(Last)

(First)

(Middle)

C/O A SPAC III ACQUISITION CORP.,

SUN'S GROUP CTR, 29F, 200 GLOUCESTER RD

(Street)

WAN CHAI

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
ASPAC III Acquisition Corp. [ ASPCU ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

Director	X	10% Owner
Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
11/19/2024

4. If Amendment, Date of 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

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class A Ordinary Share, no par value	11/19/2024		P		5,000	A	⁽¹⁾	285,000	D

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 Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Rights to receive Class A Ordinary Shares	⁽²⁾	11/19/2024		P		5,000		⁽²⁾	⁽²⁾	Class A Ordinary Share, no par value	500	⁽²⁾	285,000	D
Class B Ordinary Shares	⁽³⁾	11/19/2024		J⁽³⁾			81,250	⁽³⁾	⁽³⁾	Class A Ordinary Share, no par value	81,250	⁽³⁾	1,500,000	D

Explanation of Responses:

1. Reflects the 280,000 private units owned by A SPAC III (Holdings) Corp., the Issuer's sponsor. The private units consist of ordinary shares and rights. The private units were purchased at $10 per unit for an aggregate purchase price of $2,800,000. Mr. Claudius Tsang is the director of A SPAC III (Holdings) Corp. Mr. Tsang has voting and dispositive power over the shares held of record by A SPAC III (Holdings) Corp.

2. The rights convert automatically into Class A ordinary shares at the completion of the Issuer's initial business combination.

3. On November 19, 2024, A SPAC III (Holdings) Corp. forfeited for no consideration an aggregate of 81,250 shares of Class B ordinary shares, which were subsequently cancelled by A SPAC III Acquisition Corp. The Issuer's Class B ordinary shares are convertible into the Issuer's Class A ordinary shares on a one-for-one basis at the Reporting Person's election and has no expiration date.

	Signed by director of A SPAC III (Holdings) Corp. /s/ Claudius Tsang	11/21/2024
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).
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Large owner Aspac Iii (Holdings) Corp. bought 5,000 units of Class A Ordinary Share, increasing direct ownership by 2% to 285,000 units (SEC Form 4)