Sec Form 3 Filing - Levin Ilan @ Moringa Acquisition Corp - 2021-02-16

FORM 3 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 Levin Ilan 2. Issuer Name and Ticker or Trading Symbol Moringa Acquisition Corp [ MACA] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director X __ 10% Owner X __ Officer (give title below) _____ Other (specify below) Chairman and CEO (Last) (First) (Middle) C/O MORINGA ACQUISITION CORP, 250 PARK AVENUE, 7TH FLOOR 3. Date of Earliest Transaction (MM/DD/YY) 02/16/2021 (Street) NEW YORK, NY10177 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 Class A ordinary shares ( 1 ) 2,875,000 ( 2 ) I By Moringa Sponsor US L.P. ( 3 )

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 Levin Ilan C/O MORINGA ACQUISITION CORP 250 PARK AVENUE, 7TH FLOOR NEW YORK, NY10177 X X Chairman and CEO Signatures /s/ Jonathan Nathan, as attorney for Ilan Levin 03/04/2021 Signature of Reporting Person Date

Explanation of Responses:

( 1 )The shares reported hereby are Class A ordinary shares that are issuable on a one-for-one basis upon automatic conversion of an equivalent number of Class B ordinary shares beneficially owned by the Reporting Person, which conversion will occur upon consummation of the Issuer's initial business combination. Class B ordinary shares and Class A ordinary shares are generally entitled to identical economic and voting rights, with certain limited exceptions, and are therefore treated as a single class for purposes hereof. ( 2 )Up to 350,000 of the 2,875,000 shares reported herein are subject to forfeiture to the extent the underwriters for the Issuer's initial public offering do not exercise their over-allotment option for that offering. ( 3 )Moringa Partners Ltd. ("Moringa Partners"), a company that is wholly-owned by the Reporting Person and for which the Reporting Person serves as the sole director, is the sole general partner of Moringa Sponsor US L.P. (which holds the shares reported herein) and of its parent company, Moringa Sponsor, LP. As a result of his ownership of Moringa Partners, the Reporting Person possesses sole voting and investment authority with respect to the shares reported in this line. The limited partnership interests of Moringa Sponsor, LP are held by various individuals and entities. The Reporting Person disclaims beneficial ownership of the shares reported herein other than to the extent of his indirect pecuniary interest therein.

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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