Sec Form 4 Filing - Chen Matthew @ Longevity Acquisition Corp - 2018-10-12

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Chen Matthew
2. Issuer Name and Ticker or Trading Symbol
Longevity Acquisition Corp [ LOACU]
5. 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 Chairman
(Last) (First) (Middle)
YONGDA INTERNATIONAL TOWER 2277, LONGEVITY RD. PUDONG DISTRICT
3. Date of Earliest Transaction (MM/DD/YY)
10/12/2018
(Street)
SHANGHAI, F4200120
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
_____ Form filed by One Reporting Person
__ X __ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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)
Code V Amount (A) or (D) Price
Ordinary Shares 10/12/2018 J 150,000 ( 1 ) D $ 0 ( 1 ) 1,250,000 I See Footnote ( 2 )
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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(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 of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Chen Matthew
YONGDA INTERNATIONAL TOWER 2277
LONGEVITY RD. PUDONG DISTRICT
SHANGHAI, F4200120
X X CEO and Chairman
Whale Management Corp
YONGDA INTERNATIONAL TOWER 2277
LONGEVITY RD. PUDONG DISTRICT
SHANGHAI, F4200120
X
Signatures
/s/ Matthew Chen 10/16/2018
Signature of Reporting Person Date
/s/ Matthew Chen, as Managing Member of Whale Management Corporation 10/16/2018
Signature of Reporting Person Date
Explanation of Responses:
( 1 )As contemplated in connection with the initial public offering of the registrant, 150,000 ordinary shares were returned to the registrant for no consideration and cancelled because the underwriters' over-allotment option was not exercised.
( 2 )Such shares, which are held by Whale Management Corporation (the "Sponsor"), are beneficially owned by Matthew Chen, the issuer's Chairman and Chief Executive Officer and the managing member of the Sponsor, who has sole voting and dispositive power over the shares held by the Sponsor. Mr. Chen disclaims beneficial ownership over any securities owned by the Sponsor in which he does not have any pecuniary interest.

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* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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