Sec Form 4 Filing - Garrou Marshall Blair @ SEP Acquisition Corp. - 2023-02-21

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 Garrou Marshall Blair 2. Issuer Name and Ticker or Trading Symbol SEP Acquisition Corp. [ SEPA] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director X __ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) 3737 BUFFALO SPEEDWAY, SUITE 1750 3. Date of Earliest Transaction (MM/DD/YY) 02/21/2023 (Street) HOUSTON, TX77098 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 common stock ( 1 ) 02/21/2023 S 13,084 ( 3 ) D $ 10 861,916 I See Footnote ( 2 ) Class A common stock ( 1 ) 02/21/2023 S 20,000 ( 4 ) D $ 10 841,916 I See Footnote ( 2 ) Class A common stock ( 1 ) 02/21/2023 S 10,000 ( 4 ) D $ 10 831,916 I See Footnote ( 2 ) Class A common stock ( 1 ) 02/21/2023 S 15,000 ( 4 ) D $ 10 816,916 I See Footnote ( 2 ) Class A common stock ( 1 ) 02/21/2023 S 15,000 ( 4 ) D $ 10 801,916 I See Footnote ( 2 ) Class A common stock ( 1 ) 02/21/2023 S 6,916 ( 4 ) D $ 10 795,000 ( 5 ) 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 Garrou Marshall Blair 3737 BUFFALO SPEEDWAY, SUITE 1750 HOUSTON, TX77098 X X Signatures /s/ M. Blair Garrou 02/23/2023 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Represents securities underlying units of the Issuer. Each unit consists of one share of the Issuer's Class A Common Stock and one-half of one warrant. Each whole warrant entitles the holder to purchase one share of the Issuer's Class A Common Stock at a price of $11.50 per share, subject to adjustment. The warrants will become exercisable, if at all, on the later of 30 days after the completion of the Issuer's initial business combination or 12 months from the closing of the Issuer's initial public offering. The warrants will expire five years after the completion of the Issuer's initial business combination or earlier upon redemption or liquidation. ( 2 )Represents shares of Class A Common Stock held by Mercury Houston Partners, LLC and Mercury Affiliates XI, LLC. M. Blair Garrou is the sole manager of Mercury Houston Partners, LLC and Mercury Affiliates XI, LLC. As such, M. Blair Garrou may be deemed to have beneficial ownership of the Class A common stock held directly by each of Mercury Houston Partners, LLC and Mercury Affiliates XI, LLC. M. Blair Garrou disclaims beneficial ownership over any securities owned by Mercury Houston Partners, LLC and Mercury Affiliates XI, LLC in which he does not have any pecuniary interest. ( 3 )Represents shares of Class A Common Stock sold by Mercury Houston Partners, LLC. ( 4 )Represents shares of Class A Common Stock sold by Mercury Affiliates XI, LLC. ( 5 )Following the transactions reported herein, Mercury Houston Partners, LLC is the holder of 130,023 shares of Class A Common Stock and Mercury Affiliates XI, LLC is the holder of 664,977 shares of Class A Common Stock.

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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