ST Sponsor II Ltd - Oct 24, 2024 Form 3 Insider Report for Charlton Aria Acquisition Corp (CHAR)

Role
10%+ Owner
Signature
/s/ Sunny Tan Kah Wei
Stock symbol
CHAR
Transactions as of
Oct 24, 2024
Transactions value $
$0
Form type
3
Date filed
10/24/2024, 04:30 PM

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
holding CHAR Class A Ordinary Share 257K Oct 24, 2024 Direct F1, F2
holding CHAR Class B Ordinary Share 1.94M Oct 24, 2024 Direct F1, F3

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
holding CHAR Private Rights Oct 24, 2024 Class A Ordinary Shares 257K $0.00 Direct F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 ST Sponsor II Limited (the "Sponsor") is the record holder of the shares reported herein. Mr. Sunny Tan Kah Wei is the sole director and sole shareholder of the Sponsor. As such, Mr. Tan may be deemed to have beneficial ownership of the ordinary shares held directly by the Sponsor.
F2 Representing 256,875 Class A ordinary shares of Charlton Aria Acquisition Corporation (the "Issuer") underlying the private units ("Private Units") to be acquired by the Sponsor in a private placement simultaneously with the consummation of the initial public offering (the "IPO") of the Issuer on October 25, 2024. Each Private Unit consists of one Class A ordinary share and one right.
F3 Representing 1,936,250 Class B ordinary shares of the Issuer acquired by the Sponsor prior to the IPO. Class B ordinary shares will automatically convert into Class A ordinary shares on one-for-one basis upon the consummation of an initial business combination. The amount of shares reported includes up to 281,250 Class B ordinary shares subject to forfeiture to the extent that the over-allotment option by the underwriters is not exercised in full or in part.
F4 As described in the Right Agreement dated October 24, 2024, between the Issuer and Continental Stock Transfer & Trust Company, LLC, each private rights will automatically convert into 1/8 of one Class A ordinary share upon the completion of the initial business combination of the Issuer.