Ownership Submission
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FORM 3/A
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549INITIAL 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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OMB APPROVAL
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OMB Number:3235-0104Expires:January 31, 2005Estimated average burden hours per response...0.5
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1. Name and Address of Reporting Person *
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Meyer Emmanuel
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2. Date of Event Requiring Statement (Month/Day/Year)
2024-05-16
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3. Issuer Name and Ticker or Trading Symbol
Cactus Acquisition Corp. 1 Ltd [CCTS]
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(Last)
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(First)
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(Middle)
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143 STATION ROAD
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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_____ Director
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_____ 10% Owner
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_____ Officer (give title below)
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_____ Other (specify below)
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5. If Amendment, Date Original Filed(Month/Day/Year)
2024-02-23
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(Street)
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HAMPTON
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X0
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TW12 2AL
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6. Individual or Join/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
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2. Amount of Securities Beneficially Owned
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3. Ownership Form: Direct (D) or Indirect (I)
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4. Nature of Indirect Beneficial Ownership
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
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2. Date Exercisable and Expiration Date
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3. Title and Amount of Securities Underlying Derivative Security
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4. Conversion or Exercise Price of Derivative Security
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5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
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6. Nature of Indirect Beneficial Ownership
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Date Exercisable
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Expriation Date
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Title
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Amount or Number of Shares
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Reporting Owners
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Reporting Owner Name / Address
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Relationships
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Director
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10% Owner
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Officer
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Other
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Meyer Emmanuel
143 STATION ROAD
HAMPTON, X0TW12 2AL
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X
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Signatures
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/s/ Emmanuel Meyer
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2024-05-16
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**Signature of Reporting Person
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Date
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Explanation of Responses:
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(*)
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If the form is filed by more than one reporting person, see Instruction 5(b)(v).
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(**)
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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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(1)
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This Amendment No. 2 is being filed to reflect the sale of all of the Class A ordinary shares and Class B ordinary share previously held by the EVGI Ltd ("EVGI") to ARWM Pte Limited ("ARWM") upon the closing on May 16, 2024 under the Sponsor Securities Purchase Agreement dated April 29, 2024 among EVGI, ARWM and the Issuer.
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(2)
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The 2,359,999 Class A ordinary shares and 1 Class B ordinary previously reported herein (collectively, the "Shares") were owned directly by EVGI. Mr. E. Meyer is the sole director of EVGI and as such, he had voting and investment discretion with respect to the shares held by EVGI.
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(3)
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The Class B ordinary share has no expiration date and will automatically convert into Class A ordinary shares at the time of the initial business combination of the Issuer or earlier at the option of the holder, on a one-for-one basis, subject to adjustment as set forth in the Issuer's registration statement on Form S-1 (File No. 333-258042).
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(4)
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Mr. Meyer resigned from the board of directors of the Issuer effective on May 16, 2024.
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