| 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)
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2. Date of Event Requiring Statement
(Month/Day/Year) 08/14/2023 |
3. Issuer Name and Ticker or Trading Symbol
TG Venture Acquisition Corp. [ TGVC ] |
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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5. If Amendment, Date of Original Filed
(Month/Day/Year) |
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6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Beneficially Owned | |||
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| 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 | 0(1) | I | By voting/management authority |
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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 | ||||
1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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| Explanation of Responses: |
| 1. Andrew Dakos and Phillip Goldstein are the partners of Bulldog Investors, LLP. This Form 3 is being filed solely due to the redemptions of 10,106,304 shares of Class A Common Stock by shareholders other than the Reporting Persons, as announced by the Issuer on Form 10-Q on August 14, 2023 (the "Redemptions"). After the Redemptions, the Reporting Persons' beneficial ownership was above 10%; however, the Reporting Persons have no pecuniary interest in such shares, which are held by a client of Bulldog Investors, LLP and a registered investment company for which Messrs. Dakos and Goldstein serve on the Investment Committee. Thus, the amount of Shares reported in Column 2 in Table 1 is zero. The Reporting Persons have not acquired Class A Common Stock or any other equity securities of the Issuer since exceeding the 10% threshold due to the Redemptions. |
| /s/ Phillip Goldstein | 09/20/2023 | |
| /s/ Phillip Goldstein, by Stephanie Darling as POA | 09/20/2023 | |
| /s/ Andrew Dakos, by Stephanie Darling as POA | 09/20/2023 | |
| ** 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. | ||
