New insider Golden Tree Usa, Inc. claimed ownership of 1,208,000 shares and claimed ownership of 224,000 units of Class B Common Stock (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*
(Street)
(Country) | 2. Date of Event Requiring Statement
(Month/Day/Year) 06/14/2023 | 3. Issuer Name and Ticker or Trading Symbol
Maison Solutions Inc. [ MSS ] | |||||||||||||||
| 3a. Foreign Trading Symbol
| 5. If Amendment, Date of Original Filed
(Month/Day/Year) | ||||||||||||||||
| 4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
| 6. Individual or Joint/Group Filing (Check Applicable Line)
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| 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 Common Stock | 1,040,000 | I | Golden Tress USA, Inc. owns 100% of Stratton Arms Holding, LLC(1) |
| Class A Common Stock | 168,000 | I | Golden Tress USA, Inc. owns 100% of Stratton Arms Holding, LLC(1) |
| Class B Common Stock | 224,000 | D | |
| Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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| 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 | ||||
| Explanation of Responses: |
| 1. Golden Tree USA, Inc. ("Golden") directly holds 224,000 shares of Class B Common Stock, par value $0.0001 per share, which may be convertible into shares of Class A Common Stock and were acquired prior to the Company's initial public offering, as adjusted to reflect the Company's 1-for-10 reverse stock split. Additionally, Golden owns 100% of Stratton Arms Holding, LLC ("Stratton"), which serves as the general partner of Amsterdam NYC Fund, LP ("Amsterdam"). Through its ownership of Stratton, Golden is deemed to beneficially own 1,208,000 shares of Class A Common Stock (1,040,000 shares held directly by Stratton plus 168,000 shares held by Amsterdam over which Stratton exercises voting and dispositive control as General Partner). |
| /s/ John Xu, CEO, on behalf of Golden Tree USA, Inc. | 06/30/2026 | |
| ** 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. | ||
| * Form 3: SEC 1473 (03-26) | ||