Fortune Rise Acquisition (FRLA) Form 4 Fortune Rise Acquisition / Lei Huang 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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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^*

Huang Lei

(Last) (First) (Middle)

I/C/O FORTUNE RISE ACQUISITION CORP

48 BRIDGE STREET, BUILDING A

(Street)

METUCHEN NJ 08840

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Fortune Rise Acquisition Corp [ FRLAU ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
11/05/2021

4. 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 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 B Common Stock(1)	11/05/2021		P		18,000(2)	A	$0.0102	122,000(3)	D

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

Explanation of Responses:

1. Class B common stock will automatically convert into Class A common stock on one-for-one basis, subject to certain adjustments as provided in the 2nd amended and restated certificate of incorporation of Fortune Rise Acquisition Corporation (the "Issuer") upon the consummation of an initial business combination.

2. Representing 18,000 shares of Class B Common Stock that Fortune Rise Sponsor LLC (the "Sponsor") transferred to the reporting person pursuant to certain securities transfer agreement dated November 2, 2021 among Sponsor and certain initial stockholders of the Issuer (the "Securities Transfer Agreement"), in connection with the exercise of over-allotment option in full by underwriters on November 5, 2021. The reporting person is the Chief Executive Officer of US Tiger Securities, Inc. (CIK # 0001172317). At the reporting person's request, the shares acquired pursuant to the Securities Transfer Agreement were transferred to US Tiger Securities, Inc. as the designee of the reporting person.

3. Including (i) 18,000 shares acquired on November 5, 2021 and (ii) 104,000 shares acquired from the Sponsor on November 2, 2021 pursuant to the Securities Transfer Agreement.

	/s/ Lei Huang	11/08/2021
	** 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 4 (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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