Sec Form 4 Filing - NeoGenesis Holding Co. Ltd. @ Newborn Acquisition Corp - 2020-02-20

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 NeoGenesis Holding Co. Ltd. 2. Issuer Name and Ticker or Trading Symbol Newborn Acquisition Corp [ NBAC] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director X __ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) ROOM 801, BUILDING C SOHO SQUARE, NO. 88, ZHONGSHAN EAST 2ND ROAD, HUANGPU DT. 3. Date of Earliest Transaction (MM/DD/YY) 02/20/2020 (Street) SHANGHAI, F4200002 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ 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 02/20/2020 P 272,500 ( 1 ) A $ 10 1,645,000 D Ordinary Shares 04/20/2020 S 100,000 D $ 0.0001 1,545,000 D

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 Warrants to purchase Ordinary Shares $ 11.5 02/20/2020 P 272,500 ( 2 ) ( 3 ) Ordinary Shares 136,250 ( 1 ) 272,500 D Rights to acquire Ordinary Shares ( 4 ) 02/20/2020 P 272,500 ( 4 ) ( 4 ) Ordinary Shares 27,250 ( 1 ) 272,500 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other NeoGenesis Holding Co. Ltd. ROOM 801, BUILDING C SOHO SQUARE, NO. 88 ZHONGSHAN EAST 2ND ROAD, HUANGPU DT. SHANGHAI, F4200002 X Signatures /s/ Wenhui Xiong, CEO 04/21/2020 Signature of Reporting Person Date

Explanation of Responses:

( 1 )The reporting person acquired 272,500 units consisting of ordinary shares ,warrants and rights at a purchase price of $10.00 per unit. ( 2 )The warrants become exercisable on the later of (i) the completion of the registrant's initial business combination and (ii) 12 months from the closing of the registrant's initial public offering. ( 3 )The warrants expire 5 years after the completion of the registrant's initial business combination or earlier upon redemption or liquidation, as described in the registrant's prospectus filed with the SEC. ( 4 )The rights convert automatically into ordinary shares at the completion of the registrant's initial business combination.

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).

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