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).

1. Name and Address of Reporting Person^*

Ecalle Charles

(Last)

(First)

(Middle)

12600 HILL COUNTRY BLVD BUILDING R,

SUITE 275

(Street)

BEE CAVE

78738

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
Israel Acquisitions Corp [ ISRL ]

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)
05/07/2023

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

Rule 10b5-1(c) Transaction Indication

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.

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)

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)
Class B ordinary shares, par value $0.0001	⁽¹⁾	05/07/2023		S			95,900⁽²⁾⁽³⁾⁽⁴⁾	⁽¹⁾	⁽¹⁾	Class A ordinary shares, par value $0.0001	95,500	⁽²⁾⁽³⁾⁽⁴⁾	4,696,167	I⁽⁴⁾	See Footnote⁽⁴⁾

Explanation of Responses:

1. The Class B ordinary shares, par value $0.0001 per share (the "Class B Ordinary Shares"), of Israel Acquisitions Corp (the "Issuer") are convertible into Class A ordinary shares, par value $0.0001 per share (the "Class A Ordinary Shares") of the Issuer upon either the consummation of the Issuer's initial business combination or earlier, at the option of the holder. The Class B Ordinary Shares have no expiration date.

2. Pursuant to that certain securities assignment agreement (the "Securities Assignment Agreement"), effective as of May 7, 2023, by and between the Issuer's sponsor, Israel Acquisitions Sponsor LLC (the "Sponsor"), and Mr. Aaron Greenberg, the Sponsor agreed to assign and sell 95,500 shares of Class B Ordinary Shares to Mr. Aaron Greenberg for $9.55 (the "Purchased Shares").

3. As part of the Securities Assignment Agreement, Mr. Greenberg agreed (i) that the Purchased Shares are subject to the restrictions (including the lock-up restrictions) and obligations as set forth in that certain Securities Subscription Agreement dated January 22, 2022, by and between the Sponsor and the Issuer; (ii) to be a party to that certain letter agreement, dated January 12, 2023, by and between the Issuer and Mr. Greenberg and filed as Exhibit 10.1 to the Issuer's Form 8-K, filed on January 19, 2023; and (iii) that Mr. Greenberg will assign the Purchased Shares to the Sponsor as of the earlier of (a) the date of the Issuer's initial business combination if, as of such date, Mr. Greenberg has not been principally engaged as an advisor to the Issuer during the 30 days prior to such date or (b) the liquidation of the Issuer, if such liquidation occurs.

4. These Class B Ordinary Shares are held directly by the Sponsor. The managers of the Sponsor are the Reporting Person and Mr. Alex Greystoke. The Reporting Person and Mr. Greystoke have voting and dispositive power over the securities held by the Sponsor and each disclaim beneficial ownership over any securities owned by the Sponsor in which the Reporting Person and Mr. Greystoke, respectively, do not have a pecuniary interest.

	/s/ Charles Ecalle	05/09/2023
	** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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 Number.

SEC Form 4 filed by Ecalle Charles