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SEC FORM 4 SEC Form 4

FORM 4

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
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Worldwide Webb Acquisition Sponsor, LLC

(Last)

(First)

(Middle)

770 E TECHNOLOGY WAY F13-16

(Street)

OREM

84097

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
Aeries Technology, Inc. [ AERT ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

Director	X	10% Owner
Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
11/08/2023

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Rule 10b5-1(c) Transaction Indication

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class A ordinary shares	11/08/2023		C⁽¹⁾		1,500,000	A	⁽²⁾	1,500,000	D⁽³⁾
Class A ordinary shares	11/08/2023		J⁽⁴⁾		1,500,000	D	$0.00	0	D⁽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 (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	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 (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Class B ordinary shares	⁽¹⁾	11/08/2023		D⁽⁵⁾			3,000,000	⁽²⁾	⁽²⁾	Class A ordinary shares	3,000,000	$0.00	1,500,000	D⁽³⁾
Class B ordinary shares	⁽¹⁾	11/08/2023		C⁽¹⁾			1,500,000	⁽²⁾	⁽²⁾	Class A ordinary shares	1,500,000	$0.00	0	D⁽³⁾
Private placement warrants	$11.5	11/08/2023		J⁽⁴⁾			9,527,810	12/06/2023	12/06/2028	Class A ordinary shares	9,527,810	⁽⁴⁾	0	D⁽³⁾

Explanation of Responses:

1. Each Class B ordinary share was converted into one Class A ordinary share of the Issuer in connection with the consummation of the Issuer's initial business combination

2. The Class B ordinary shares were automatically convertible into Class A ordinary shares at the time of the Issuer's initial business combination, or earlier at the option of the holder, on a one-for-one basis, subject to certain adjustments, and had no expiration date.

3. Daniel Webb is the manager of the Reporting Person. As such, Mr. Webb may be deemed to have beneficial ownership of the Class B ordinary shares and private placement warrants held directly by the Reporting Person. Mr. Webb disclaims any beneficial ownership of the reported securities other than to the extent of any pecuniary interest he may have therein.

4. On November 8, 2023, the Reporting Person effectuated a pro rata distribution of (i) 9,527,810 private placement warrants and (ii) 1,500,000 Class A ordinary shares to its members for no consideration.

5. On November 8, 2023, in connection with the closing of the Business Combination, the Reporting Person forfeited 3,000,000 Class B ordinary shares.

	Worldwide Webb Acquisition Sponsor, LLC, By: Daniel Webb, its managing member /s/ Daniel Webb	11/13/2023
	** Signature of Reporting Person	Date
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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.