SEC Form SC 13G/A filed by OCA Acquisition Corp. (Amendment)

10/25/23 1:32:33 PM ET

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SC 13G/A 1 13gocaxa1025.txt UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. _1_)* OCA Acquisition Corp. (Name of Issuer) Class A Common Stock, par value $0.0001 per share 670865104 (CUSIP Number) October 17, 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: [ ] Rule 13d-1(b) [X] Rule 13d-1(c) [_] Rule 13d-1(d) *The remainder of this cover page shall be filled out for a reporting persons 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). SCHEDULE 13G CUSIP No. 670865104 1 Names of Reporting Persons Sea Otter Advisors LLC 2 Check the appropriate box if a member of a Group (see instructions) (a)[ ] (b)[ ] 3 Sec Use Only 4 Citizenship or Place of Organization Delaware Number of Shares Beneficially Owned by Each Reporting Person With: 5 Sole Voting Power 142,028 6 Shared Voting Power 0 7 Sole Dispositive Power 142,028 8 Shared Dispositive Power 0 9 Aggregate Amount Beneficially Owned by Each Reporting Person 142,028 10 Check box if the aggregate amount in row (9) excludes certain shares (See Instructions) [ ] 11 Percent of class represented by amount in row (9) 3.64% 12 Type of Reporting Person (See Instructions) IA (1) The percentage set forth in Row 11 of this Cover Page is based on the 3,900,717 shares of Class A Common Stock (as defined herein) outstanding as of August 9,2023, as reported on the Form 10-Q of the Issuer (as defined herein) filed with the Securities and Exchange Commission on August 10, 2023. Item 1. (a) Name of Issuer: OCA Acquisition Corp. (b) Address of Issuers Principal Executive Offices: 485 MADISON AVENUE FLOOR 17TH NEW YORK NY 10022 Item 2. (a) Name of Person Filing: This statement is filed by Sea Otter Advisors LLC., a company incorporated in Delaware, which serves as the investment advisor to Sea Otter Trading LLC (b) Address of Principal Business Office or, if None, Residence: The address of the business office of each of the Reporting Persons is 107 Grand St, 7th Floor, New York, New York 10013. (c) Citizenship: Sea Otter Advisors is organized as a limited liability company in the state of Delaware. (d) Title and Class of Securities: Class A ordinary shares, $0.0001 par value (e) CUSIP No.: 670865104 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 Act; (b) [_] Bank as defined in Section 3(a)(6) of the Act; (c) [_] Insurance company as defined in Section 3(a)(19) of the Act; (d) [_] Investment company registered under Section 8 of the Investment Company Act of 1940; (e) [X] An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E); (f) [_] An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F); (g) [_] A parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G); (h) [_] A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813); (i) [_] A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940; (j) [_] A non-U.S. institution in accordance with Rule 240.13d-1(b)(1)(ii)(J) (k) [_] Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance with Rule 240.13d-1(b)(1)(ii)(J), please specify the type of institution: ____ Item 4. Ownership (a) Amount Beneficially Owned: Information with respect to the Reporting Persons' ownership of the Common Stock as of August 17, 2023, is incorporated by reference to items (5) - (9) and (11) of the cover page of the respective Reporting Person. 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 [X]. Item 6. Ownership of more than Five Percent on Behalf of Another Person. Not applicable 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 Item 8. Identification and classification of members of the group. Not applicable Item 9. Notice of Dissolution of Group. Not applicable Item 10. Certifications. SIGNATURE By signing below, I certify that, to the best of my knowledge and belief, the securities referred to above 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. Dated: October 25, 2023 Patrick Kane Chief Compliance Officer

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SEC Form SC 13G/A filed by OCA Acquisition Corp. (Amendment)

10/25/23 1:32:33 PM ET

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