Form SC 13G/A - Statement of acquisition of beneficial ownership by individuals: [Amend]
15 February 2024 - 8:42AM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
SCHEDULE
13G
Under
the Securities Exchange Act of 1934
(Amendment
No. 1)*
EVe
Mobility Acquisition Corp
(Name
of Issuer)
Class
A Ordinary Shares, par value $0.0001 per share
(Titles
of Class of Securities)
G3218G
109
(CUSIP
Number)
December
31, 2023
(Date
of Event Which Requires Filing of this Statement)
Check the
appropriate box to designate the rule pursuant to which this Schedule is filed:
| * | The
remainder of this cover page shall be filled out for a reporting person’s initial filing
on this form with respect to the subject class of securities, and for any subsequent amendment
containing information which would alter the disclosures provided in a prior cover page. |
The
information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18
of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act (however, see the Notes).
1
|
|
NAMES
OF REPORTING PERSONS
EVe Mobility
Sponsor LLC |
2 |
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ☐
(b) ☐ |
3 |
|
SEC
USE ONLY
|
4 |
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
Cayman
Islands |
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH: |
|
5
|
|
SOLE
VOTING POWER
9,316,190
(1)(2) |
|
6 |
|
SHARED
VOTING POWER
0 |
|
7 |
|
SOLE
DISPOSITIVE POWER
9,316,190
(1)(2) |
|
8 |
|
SHARED
DISPOSITIVE POWER
0 |
9
|
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
9,316,190
(1)(2) |
10 |
|
CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ☐ |
11 |
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW 9
59.7%
(3) |
12 |
|
TYPE
OF REPORTING PERSON
OO |
(1) |
Includes (i) 8,333,333 Class A ordinary shares, par value $0.0001 per share
(“Class A Ordinary Shares”), of EVe Mobility Acquisition Corp, a Cayman Islands exempted company (the “Company”),
issued upon the conversion of 8,333,333 Class B ordinary shares, par value $0.0001 per share (“Founder Shares”), of
the Company acquired by EVe Mobility Sponsor LLC (the “Sponsor”) prior to the Company’s initial public offering
(the “IPO”); and (ii) 982,857 Class A Ordinary Shares underlying units sold to the Sponsor in a private placement sale
in connection with the IPO as more fully described in the Company’s registration statement on Form S-1 (File No. 333-252248). |
|
|
(2) |
The Sponsor
is the record holder of the shares reported herein. On September 29, 2023, each of Scott Painter and Maximilian Staedtler tendered
a letter of resignation and, effective as of October 10, 2023, resigned as manager of the Sponsor resulting in Kash Sheikh serving
as sole manager of the Sponsor. As sole manager, Mr. Sheikh has voting and investment discretion of the Class A Ordinary Shares held
by the Sponsor, and accordingly may be deemed to have beneficial ownership of such shares as more fully described in Mr. Sheikh’s
Schedule 13D, filed with the Securities and Exchange Commission on October 10, 2023. |
|
|
(3) |
Calculated
based upon 15,603,171 Class A Ordinary Shares outstanding as of September 30, 2023, as reported in the Issuer’s most recent
Quarterly Report on Form 10-Q, filed with Securities and Exchange Commission on November 20, 2023. |
Item 1(a). |
Name of Issuer: |
EVe Mobility
Acquisition Corp
Item
1(b). |
Address
of Issuer’s Principal Executive Offices: |
4001 Kennett
Pike, Suite 302, Wilmington, DE 19807
Item
2(a). |
Name of
Person Filing: |
EVe Mobility
Sponsor LLC
Item
2(b). |
Address
of Principal Business Office or, if none, Residence: |
4001 Kennett
Pike, Suite 302, Wilmington, DE 19807
Cayman Islands
Item
2(d). |
Titles
of Classes of Securities: |
Class A ordinary
shares, par value $0.0001 per share
The Class
A ordinary shares CUSIP Number is G3218G 109.
Item
3. |
If
this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a: |
|
(a) |
☐ |
Broker
or dealer registered under Section 15 of the Exchange Act (15 U.S.C. 78o). |
|
|
|
|
|
(b) |
☐ |
Bank
as defined in Section 3(a)(6) of the Exchange Act (15 U.S.C. 78c). |
|
|
|
|
|
(c) |
☐ |
Insurance
company as defined in Section 3(a)(19) of the Exchange Act (15 U.S.C. 78c). |
|
|
|
|
|
(d) |
☐ |
Investment
company registered under Section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8). |
|
|
|
|
|
(e) |
☐ |
Investment
adviser in accordance with §240.13d-1(b)(1)(ii)(E). |
|
|
|
|
|
(f) |
☐ |
Employee
benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F). |
|
|
|
|
|
(g) |
☐ |
Parent
holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G). |
|
|
|
|
|
(h) |
☐ |
Savings association
as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813). |
|
|
|
|
|
(i) |
☐ |
Church
plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act of 1940 (15
U.S.C. 80a-3). |
|
|
|
|
|
(j) |
☐ |
Non-U.S. institution
in accordance with § 240.13d-1(b)(1)(ii)(J). |
|
|
|
|
|
(k) |
☐ |
Group in accordance
with §240.13d-1(b)(1)(ii)(K). |
If
filing as a non-U.S. institution in accordance with §240. 13d-1(b)(1)(ii)(J), please specify the type of institution: ______________
..
(a)
Amount beneficially owned:
See
responses to Item 9 on the cover page.
(b)
Percent of class:
See
responses to Item 11 on the cover page.
(c)
Number of shares as to which such person has:
(i)
Sole power to vote or to direct the vote:
See
responses to Item 5 on the cover page.
(ii)
Shared power to vote or to direct the vote:
See
responses to Item 6 on the cover page.
(iii)
Sole power to dispose or to direct the disposition of:
See
responses to Item 7 on the cover page.
(iv)
Shared power to dispose or to direct the disposition of:
See
responses to Item 8 on the cover page.
Item
5. |
Ownership
of Five Percent or Less of a Class. |
If
this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner
of more than five percent of the class of securities, check the following ☐.
Item
6. |
Ownership
of More than Five Percent on Behalf of Another Person. |
None.
Item
7. |
Identification
and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company. |
Not
Applicable.
Item
8. |
Identification
and Classification of Members of the Group. |
Not
Applicable.
Item
9. |
Notice
of Dissolution of Group. |
Not
Applicable.
Not
Applicable.
SIGNATURE
After
reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete
and correct.
Dated: February
14, 2024
|
EVe Mobility
Sponsor LLC |
|
|
|
|
By: |
/s/
Kash Sheikh |
|
Name: |
Kash Sheikh |
|
Title: |
Manager |
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