Sec Form 3 Filing - Zhang Dahe @ Calisa Acquisition Corp - 2025-10-21

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
Zhang Dahe
2. Issuer Name and Ticker or Trading Symbol
Calisa Acquisition Corp [ ALIS]
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)
420 LEXINGTON AVE, SUITE 2446
3. Date of Earliest Transaction (MM/DD/YY)
10/21/2025
(Street)
NEW YORK, NY10170
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
Ordinary Shares 822,525 ( 1 ) I By Calisa Holding LP ( 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
Rights ( 3 ) ( 3 ) ( 3 ) ( 3 ) Ordinary Shares ( 3 ) 6,352 ( 3 ) I By Calisa Holding LP ( 2 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Zhang Dahe
420 LEXINGTON AVE, SUITE 2446
NEW YORK, NY10170
X
Signatures
Dahe Zhang 10/21/2025
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Includes (i) 63,525 shares contained within units that Calisa Holding LP has irrevocably agreed to purchase at the closing of the Issuer's initial public offering (the "IPO") and (ii) 99 shares subject to forfeiture in the event the underwriters of the IPO do not exercise their over-allotment option. Does not include an additional 4,529 shares contained within units that Calisa Holding LP has irrevocably agreed to purchase in connection with the IPO if and only if the underwriters of the IPO fully exercise their over-allotment option.
( 2 )Calisa Management LLC is the managing member of Calisa Holding LP and Dahe Zhang is the manager of Calisa Management LLC.
( 3 )Represents 63,525 rights contained within units that Calisa Holding LP has irrevocably agreed to purchase at the closing of the IPO. Does not include an additional 4,529 rights (representing 453 ordinary shares issuable upon conversion of such rights) contained within units that Calisa Holding LP has irrevocably agreed to purchase in connection with the IPO if and only if the underwriters of the IPO fully exercise their over-allotment option. Each right will convert automatically into 1/10 of one ordinary share at the closing of an initial business combination by the Issuer.

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