SEC FORM 3/A

SEC FORM 3/A SEC Form 3

FORM 3

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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1. Name and Address of Reporting Person^*

RAMSEY J DOUGLAS

(Last)

(First)

(Middle)

C/O BREEZE HOLDINGS ACQUISITION CORP.

5324 DAVIS BLVD.

(Street)

NORTH RICHLAND HILLS

76180

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
11/23/2020

3. Issuer Name and Ticker or Trading Symbol
Breeze Holdings Acquisition Corp. [ BREZ ]

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

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

5. If Amendment, Date of Original Filed (Month/Day/Year)
11/23/2020

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	2,575,000	I	See Footnote⁽¹⁾

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)

1. Name and Address of Reporting Person^*

RAMSEY J DOUGLAS

(Last)

(First)

(Middle)

C/O BREEZE HOLDINGS ACQUISITION CORP.

5324 DAVIS BLVD.

(Street)

NORTH RICHLAND HILLS

76180

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

Breeze Sponsor, LLC

(Last)

(First)

(Middle)

C/O BREEZE HOLDINGS ACQUISITION CORP.

5324 DAVIS BLVD.

(Street)

NORTH RICHLAND HILLS

76180

(City)

(State)

(Zip)

Explanation of Responses:

1. Shares held by Breeze Sponsor LLC (the "Sponsor"). Dr. J. Douglas Ramsey is the manager of the Sponsor and may be deemed the beneficial owner of the shares held by the Sponsor. Dr. Ramsey disclaims beneficial ownership over any securities in which he does not have a pecuniary interest.

Remarks:

	/s/ J. Douglas Ramsey	12/23/2020
	/s/ J. Douglas Ramsey, as the Manager of Breeze Sponsor LLC	12/23/2020
	** 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 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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SEC Form 3 filed