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    SEC Form 3: New insider Hudson Bay Capital Management Lp claimed ownership of 401,271 units of Class A Ordinary Shares

    4/5/23 4:59:51 PM ET
    $MACA
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    Get the next $MACA alert in real time by email
    SEC FORM 3 SEC Form 3
    FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
    Washington, D.C. 20549

    INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

    Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
    or Section 30(h) of the Investment Company Act of 1940
    OMB APPROVAL
    OMB Number: 3235-0104
    Estimated average burden
    hours per response: 0.5
    1. Name and Address of Reporting Person*
    Hudson Bay Capital Management LP

    (Last) (First) (Middle)
    28 HAVEMEYER PLACE
    2ND FLOOR

    (Street)
    GREENWICH CT 06830

    (City) (State) (Zip)
    2. Date of Event Requiring Statement (Month/Day/Year)
    02/09/2023
    3. Issuer Name and Ticker or Trading Symbol
    Moringa Acquisition Corp [ MACA ]
    4. Relationship of Reporting Person(s) to Issuer
    (Check all applicable)
    Director X 10% Owner
    Officer (give title below) Other (specify below)
    5. If Amendment, Date of Original Filed (Month/Day/Year)
    6. Individual or Joint/Group Filing (Check Applicable Line)
    Form filed by One Reporting Person
    X Form filed by More than One Reporting Person
    Table I - Non-Derivative Securities Beneficially Owned
    1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
    Class A Ordinary Shares, $0.0001 par value 401,271 I See footnote(1)
    Table II - Derivative Securities Beneficially Owned
    (e.g., puts, calls, warrants, options, convertible securities)
    1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
    Date Exercisable Expiration Date Title Amount or Number of Shares
    1. Name and Address of Reporting Person*
    Hudson Bay Capital Management LP

    (Last) (First) (Middle)
    28 HAVEMEYER PLACE
    2ND FLOOR

    (Street)
    GREENWICH CT 06830

    (City) (State) (Zip)
    1. Name and Address of Reporting Person*
    Gerber Sander

    (Last) (First) (Middle)
    C/O HUDSON BAY CAPITAL MANAGEMENT, L.P.
    28 HAVEMEYER PLACE, 2ND FLOOR

    (Street)
    GREENWICH CT 06830

    (City) (State) (Zip)
    Explanation of Responses:
    1. The securities are held by HB Strategies LLC (the "Fund"). Hudson Bay Capital Management LP (the "Investment Manager") serves as the investment manager of the Fund. As such, the Investment Manager may be deemed to have beneficial ownership of the securities held by the Fund. As the managing member of Hudson Bay Capital GP LLC, which is the general partner of Hudson Bay Capital Management LP, Mr. Sander Gerber may be deemed to have beneficial ownership of the securities held by the Fund. Each Reporting Person disclaims beneficial ownership of the securities held by the Fund, except to the extent of its or his pecuniary interest therein.
    Hudson Bay Capital Management LP, By: /s/ Sander Gerber, Authorized Signatory 04/05/2023
    /s/ Sander Gerber 04/05/2023
    ** 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 5 (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.
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