Sec Form 4 Filing - Imran Talat @ Rani Therapeutics Holdings, Inc. - 2022-02-03

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
Imran Talat
 2. Issuer Name and Ticker or Trading Symbol
Rani Therapeutics Holdings, Inc. [ RANI] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Chief Executive Officer
(Last) (First) (Middle)
C/O RANI THERAPEUTICS LLC, 2051 RINGWOOD AVE. 		3. Date of Earliest Transaction (MM/DD/YY)
02/03/2022
(Street)
SAN JOSE, CA95131 		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 02/03/2022 J( 1 ) 827,467( 2 ) D $ 0 0 I See footnote( 2 )
Class A Common Stock 02/03/2022 J 12,343( 3 ) A $ 0 12,343 I See footnote( 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
Imran Talat
C/O RANI THERAPEUTICS LLC
2051 RINGWOOD AVE.
SAN JOSE, CA95131		 X Chief Executive Officer
Signatures
/s/ Josh Seidenfeld, Attorney-in-Fact for Talat Imran 02/07/2022
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Biologix Partners, LP and VH Rani, LP. distributed these shares to its limited partners on a pro rata basis, for no consideration.
( 2 )Represents previously held 378,564 shares of Class A Common Stock of the Issuer ("Class A Shares") held by Biologix Partners, LP and 448,903 Class A Shares held by VH Rani, LP. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein.
( 3 )VH Moll, L.P., is a limited partner of VH Rani, LP. VH Moll, L.P. therefore received 12,343 Class A Shares distributed by VH Rani, LP. and now owns those shares directly. The Reporting Person is a member of the general partner and disclaims beneficial ownership of these securities except to the extent of his 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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