Sec Form 3 Filing - Alset Acquisition Sponsor, LLC @ Alset Capital Acquisition Corp. - 2022-01-31

Insider filing report for Changes in Beneficial Ownership
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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
Alset Acquisition Sponsor, LLC
2. Issuer Name and Ticker or Trading Symbol
Alset Capital Acquisition Corp. [ ACAX]
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)
C/O ALSET CAPITAL ACQUISITION CORP., 4800 MONTGOMERY LANE, SUITE 210
3. Date of Earliest Transaction (MM/DD/YY)
01/31/2022
(Street)
BETHESDA, MD20814
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, par value $0.0001 per share( 1 )( 2 ) 473,750 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
Class B common stock, par value $0.0001 per share( 3 ) ( 4 ) ( 4 ) ( 4 ) Class A common stock, par value $0.0001 per share 2,156,250 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Alset Acquisition Sponsor, LLC
C/O ALSET CAPITAL ACQUISITION CORP.
4800 MONTGOMERY LANE, SUITE 210
BETHESDA, MD20814
X
Signatures
Alset Acquisition Sponsor, LLC By: Alset SPAC Group Inc., its Sole Member /s/ Heng Fai Ambrose Chan, Chief Executive Officer 02/10/2022
Signature of Reporting Person Date
Explanation of Responses:
( 1 )On February 3, 2022, Alset Acquisition Sponsor, LLC (the "Sponsor") purchased 473,750 units (the "Private Placement Units") pursuant to a private placement. Each Private Placement Unit consists of one share of Class A common stock, one-half of one warrant and one right entitling the holder to receive one tenth (1/10) of one share of Class A common stock.
( 2 )The shares of Class A common stock are underlying units (the "Private Placement Units"). Each Private Placement Unit consists of one share of Class A common stock, one-half of one warrant and one right entitling the holder to receive one tenth (1/10) of one share of Class A common stock.
( 3 )On November 8, 2021, the Sponsor agreed to purchase 2,156,250 shares of Class B common stock (the "Founder Shares") pursuant to a private placement for an aggregate purchase price of $25,000, or approximately $0.012 per share.
( 4 )As described in the issuer's registration statement on Form S-1 (File No. 333-262152) under the heading "Founder Shares", the shares of Class B common stock will automatically convert into shares of Class A common stock at the time of the Issuer's initial business combination on a one-for-one basis, subject to certain adjustments described therein and have no expiration.

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* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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