Near Intelligence (NIR) Form 4 Near Intelligence / Sriram Raghavan ownership change

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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X

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Ramachandran Narayan

(Last) (First) (Middle)

1096 KEELER AVENUE

(Street)

BERKELEY CA 94708

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Near Intelligence, Inc. [ NIR ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

Director	X	10% Owner
Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
03/23/2022

4. 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 Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Class A Common Stock	03/23/2023		M(1)		4,237,500	A	(1)	4,237,500	I	See Footnote(2)
Class A Common Stock	03/23/2023		J(1)		237,500	D	(3)	4,000,000	I	See Footnote(2)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Class B Common Stock	(1)	03/23/2022		M(3)			4,312,500	(1)	(1)	Class A Common Stock	4,237,500	(1)	0	I	See Footnote(2)
Warrants	$11.5	03/23/2022		J(4)		5,200,000		04/22/2023	03/23/2028	Class A Common Stock	5,200,000	$1	5,200,000	I	See Footnote(2)

1. Name and Address of Reporting Person^*

Ramachandran Narayan

(Last) (First) (Middle)

1096 KEELER AVENUE

(Street)

BERKELEY CA 94708

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Raghavan Sriram

(Last) (First) (Middle)

1096 KEELER AVENUE

(Street)

BERKELEY CA 94708

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

KludeIn Prime LLC

(Last) (First) (Middle)

1096 KEELER AVENUE

(Street)

BERKELEY CA 94708

(City) (State) (Zip)

Explanation of Responses:

1. Upon the closing of the business combination of KludeIn I Acquisition Corp. ("KludeIn") with Near Intelligence Holdings, Inc. on March 23, 2023, (i) all shares of outstanding Class B shares of KludeIn were converted into shares of Class A shares of KludeIn, and (ii) KludeIn effected a name change to Near Intelligence, Inc.

2. Messrs. Raghavan and Ramachandran are the managing members of the Sponsor and may be deemed the beneficial owners of the shares held by the Sponsor. Messrs. Raghavan and Ramachandran disclaim beneficial ownership over any securities in which they do not have a pecuniary interest.

3. Represents the forfeiture, for no consideration, by KludeIn Prime LLC (the "Sponsor") of 237,500 shares of Class B common stock of KludeIn I Acquisition Corp., which, upon consummation of its business combination.

4. Represents the warrants purchased by the Sponsor in connection with KludeIn's initial public offering, which are exercisable commencing 30 days following the consummation of KludeIn's business combination.

	/s/ Narayan Ramachandran	03/27/2023
	/s/ Sriram Raghavan	03/27/2023
	/s/ Sriram Raghavan, as the Managing Member of KludeIn Prime LLC	03/27/2023
	** Signature of Reporting Person	Date
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