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

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1. Name and Address of Reporting Person* FAT PROJECTS SPAC PTE. LTD. (Last) (First) (Middle) 27 BUKIT MANIS ROAD, SENTOSA GOLF CLUB (Street) SINGAPORE U0 099892 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 10/12/2021	3. Issuer Name and Ticker or Trading Symbol FAT PROJECTS ACQUISITION CORP [ FATPU ]
		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) X Form filed by One Reporting Person 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)

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
Class B Ordinary Share	(1)	(1)	Class B Ordinary Share	2,125,000(2)	(1)	D

Explanation of Responses:

1. The shares of Class ordinary share have no expiration date and will automatically convert into shares of Class A ordinary share at the time of the issuer's initial business combination on a one-for-one basis, subject to adjustment as set forth in the issuer's registration statement on Form S-1 (File No. 333-257126).

2. This Form 3 is being filed by Fat Projects SPAC PTE. LTD., the sponsor of the issuer (the "Sponsor"). David Andrada and Tristan Lo, the issuer's co-chief executive officers, and Nils Michaelis, the issuer's president, chief operating officer and head of mergers and acquisitions, is each a director of the Sponsor. David Andrada, Tristan Lo and Nils Michaelis may be deemed to beneficially own shares held by the Sponsor by virtue of their control over the Sponsor. David Andrada, Tristan Lo and Nils Michaelis disclaim beneficial ownership of the shares of the issuer's Class B ordinary shares held by the Sponsor, except to the extent of his respective pecuniary interest.

Remarks:

Exhibit List - Exhibit 24 Power of Attorney

	/s/ David Andrada, as Director of Fat Project SPAC PTE. LTD., by Nelson Mullins Riley & Scarborough LLP with Power of Attorney	10/22/2021
	/s/ Tristan Lo, as Director of Fat Project SPAC PTE. LTD., by Nelson Mullins Riley & Scarborough LLP with Power of Attorney	10/22/2021
	/s/ Nils Michaelis, as Director of Fat Project SPAC PTE. LTD., by Nelson Mullins Riley & Scarborough LLP with Power of Attorney	10/22/2021
	** 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).
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