Amendment: SEC Form SCHEDULE 13G/A filed by Aifeex Nexus Acquisition Corporation
$AIFE
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13G
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UNDER THE SECURITIES EXCHANGE ACT OF 1934
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(Amendment No. 1)
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AIFEEX NEXUS ACQUISITION CORPORATION (Name of Issuer) |
Class A Ordinary Shares par value US$0.0001 (Title of Class of Securities) |
G8089R126 (CUSIP Number) |
03/31/2025 (Date of Event Which Requires Filing of this Statement) |
| Check the appropriate box to designate the rule pursuant to which this Schedule is filed: |
 Rule 13d-1(b)
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 Rule 13d-1(c)
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| Rule 13d-1(d)
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SCHEDULE 13G
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| CUSIP No. | G8089R126 |
| 1 | Names of Reporting Persons
Kerry Propper | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
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| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
UNITED STATES
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
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| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
114,681.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
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| 11 | Percent of class represented by amount in row (9)
1.3 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
HC, IN |
Comment for Type of Reporting Person: Please see note in Item 4(a).
SCHEDULE 13G
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| CUSIP No. | G8089R126 |
| 1 | Names of Reporting Persons
Antonio Ruiz-Gimenez | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
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| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
SPAIN
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
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| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
114,681.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
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| 11 | Percent of class represented by amount in row (9)
1.3 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
HC, IN |
Comment for Type of Reporting Person: Please see note in Item 4(a).
SCHEDULE 13G
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| Item 1. | |
| (a) | Name of issuer:
AIFEEX NEXUS ACQUISITION CORPORATION |
| (b) | Address of issuer's principal executive offices:
221 W 9th St #859, Wilmington, DE 19801 |
| Item 2. | |
| (a) | Name of person filing:
Antonio Ruiz-Gimenez*
Kerry Propper* |
| (b) | Address or principal business office or, if none, residence:
1 Pennsylvania Plaza, Suite 4810
New York, New York 10119 |
| (c) | Citizenship:
Antonio Ruiz-Gimenez - Spain
Kerry Propper - United States |
| (d) | Title of class of securities:
Class A Ordinary Shares par value US$0.0001 |
| (e) | CUSIP No.:
G8089R126 |
| Item 4. | Ownership |
| (a) | Amount beneficially owned:
Antonio Ruiz-Gimenez - 114,681*
Kerry Propper - 114,681*
*Class A Ordinary Shares (the "Shares") of Shepherd Ave Capital Acquisition Corp (the "Issuer") reported herein are held by (1) one or more private funds managed by ATW SPAC Management LLC ("ATW SPAC"), which has been delegated exclusive authority to vote and/or direct the disposition of certain Shares and (2) a private fund, SZOP Multistrat LP, managed by SZOP Multistrat Management LLC ("SZOP"). SZOP and ATW SPAC are registered investment advisers whose managing members are Kerry Propper and Antonio Ruiz-Gimenez (the "Control Persons").
The percentages reported herein are based upon the 8,869,250 Shares issued and outstanding as of March 26, 2025 as disclosed in the Issuer's Form 10-K filed with the SEC on March 27, 2025.
By virtue of the relationships, the Control Persons may be deemed to have shared voting and dispositive power with respect to the Shares. This report shall not be deemed an admission that the Control Persons or any other person is the beneficial owner of the Shares reported herein for purposes of Section 13 of the Securities Exchange Act of 1934, as amended, or for any other purpose. Each of the Control Persons disclaims beneficial ownership of the Shares reported herein except to the extent of each of their pecuniary interest, if any, therein. |
| (b) | Percent of class:
Antonio Ruiz-Gimenez - 1.3%
Kerry Propper - 1.3% |
| (c) | Number of shares as to which the person has:
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| (i) Sole power to vote or to direct the vote:
Antonio Ruiz-Gimenez - 0
Kerry Propper - 0 | |
| (ii) Shared power to vote or to direct the vote:
Antonio Ruiz-Gimenez - 114,681*
Kerry Propper - 114,681* | |
| (iii) Sole power to dispose or to direct the disposition of:
Antonio Ruiz-Gimenez - 0
Kerry Propper - 0 | |
| (iv) Shared power to dispose or to direct the disposition of:
Antonio Ruiz-Gimenez - 114,681*
Kerry Propper - 114,681* | |
| Item 5. | Ownership of 5 Percent or Less of a Class. |
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Ownership of 5 percent or less of a class
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| Item 6. | Ownership of more than 5 Percent on Behalf of Another Person. |
Not Applicable
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| Item 7. | Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person. |
Not Applicable
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| Item 8. | Identification and Classification of Members of the Group. |
Not Applicable
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| Item 9. | Notice of Dissolution of Group. |
Not Applicable
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| Item 10. | Certifications: |
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under ?? 240.14a-11. |
| 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.
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Exhibit Information
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Exhibit I - JOINT FILING STATEMENT |