Initial Statement of Beneficial Ownership (3)
18 Agosto 2022 - 10:55AM
Edgar (US Regulatory)
FORM 3
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0104
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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
*
Cheong Weixiong |
2. Date of Event Requiring Statement (MM/DD/YYYY)
7/13/2022
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3. Issuer Name and Ticker or Trading Symbol
Prime Number Acquisition I Corp. [PNAI]
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(Last)
(First)
(Middle)
I/C/O PRIME NUMBER ACQUISITION I CORP., 1129 NORTHERN BLVD, SUITE 404 |
4. Relationship of Reporting Person(s) to Issuer (Check all applicable)
_____ Director _____ 10% Owner
___X___ Officer (give title below) _____ Other (specify below)
COO / |
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(Street)
MANHASSET, NY 11030
(City)
(State)
(Zip)
| 5. If Amendment, Date Original Filed(MM/DD/YYYY)
| 6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Beneficially Owned
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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) |
| Class A Common Stock | 447561 (1) | I (1) | See footnote (1) |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 4) | 2. Date Exercisable and Expiration Date
(MM/DD/YYYY) | 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) |
| Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
| Explanation of Responses: |
| (1) | Prime Number Acquisition LLC (the "Sponsor"), a sponsor of the issuer, is the record holder of the shares reported herein. The Sponsor is managed by Mr. Dongfeng Wang, who is deemed to have sole voting and investment discretion with respect to the shares held by the Sponsor. DBG Global is a member of the Sponsor and entitled to distribution in respect of 447,561 shares of Class A common stock held by the Sponsor or the proceeds arising from the disposition of such shares held by the Sponsor, as provided in the operating agreement of the Sponsor. Mr. Cheong is the manager and sole member of DBG Global Limited. |
Reporting Owners
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| Reporting Owner Name / Address | Relationships |
| Director | 10% Owner | Officer | Other |
Cheong Weixiong
I/C/O PRIME NUMBER ACQUISITION I CORP.
1129 NORTHERN BLVD, SUITE 404
MANHASSET, NY 11030 |
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| COO |
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Signatures
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| /s/ Weixiong (Jeff) Cheong | | 8/16/2022 |
| **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. |
| 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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