Sec Form 3 Filing - Fortune Rise Sponsor LLC @ Fortune Rise Acquisition Corp - 2021-11-02

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 Fortune Rise Sponsor LLC 2. Issuer Name and Ticker or Trading Symbol Fortune Rise Acquisition Corp [ FRLAU] 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) I/C/O FORTUNE RISE ACQUISITION CORP, 48 BRIDGE STREET, BUILDING A 3. Date of Earliest Transaction (MM/DD/YY) 11/02/2021 (Street) METUCHEN, NJ08840 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 B Common Stock ( 1 ) 2,000,000 ( 2 ) ( 3 ) D Class A Common Stock 505,500 ( 2 ) ( 3 ) 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

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Fortune Rise Sponsor LLC I/C/O FORTUNE RISE ACQUISITION CORP 48 BRIDGE STREET, BUILDING A METUCHEN, NJ08840 X Signatures /s/ Koon Keung Chan, Manager 11/02/2021 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Class B common stock will automatically convert into Class A common stock on one-for-one basis, subject to certain adjustments as provided in the 2nd amended and restated certificate of incorporation of Fortune Rise Acquisition Corporation upon the consummation of an initial business combination. ( 2 )Assuming the over-allotment option is exercised by the underwriters of the public offering of Fortune Rise Acquisition Corporation in full within 45 days of the offering, Fortune Rise Sponsor LLC may be deemed to beneficially own 2,000,000 shares of Class B Common Stock and 505,500 shares of Class A Common Stock held by Fortune Rise Sponsor LLC. ( 3 )Fortune Rise Sponsor LLC is the record holder of the shares reported herein. Koon Keung Chan is the manager of Fortune Rise Sponsor LLC. As such. Mr. Chan may be deemed to have beneficial ownership of the shares of common stock held directly by Fortune Rise Sponsor LLC. Mr. Chan disclaims beneficial ownership over any securities owned by our sponsor in which he does not have any pecuniary interest. The amount of shares reported includes up to 318,750 shares that are subject to forfeiture to the extent that the over-allotment option by the underwriters is not exercised in full or in part and does not include 54,250 shares that are transferable to certain officers and personnel of Fortune Rise Acquisition Corporation (the "Company") if the over-allotment option is exercised in full pursuant to certain securities transfer agreement dated November 2, 2021 among the reporting person and certain initial stockholders of the Company.

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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