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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
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Piermont Valley Acquisition Corp (Name of Issuer) |
Class A ordinary shares, $0.0001 par value per share (Title of Class of Securities) |
G1889L100 (CUSIP Number) |
Vikasati Partners LLC 44320 Osgood Road, Fremont, CA, 98539-6404 202-741-3677 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) |
07/15/2025 (Date of Event Which Requires Filing of This Statement) |
SCHEDULE 13D
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| CUSIP No. | G1889L100 |
| 1 |
Name of reporting person
Vikasati Partners LLC | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b) | ||||||||
| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
WC | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
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| 6 | Citizenship or place of organization
DELAWARE
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
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| 11 | Aggregate amount beneficially owned by each reporting person
1,686,001.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
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| 13 | Percent of class represented by amount in Row (11)
28.31 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
OO |
SCHEDULE 13D
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| CUSIP No. | G1889L100 |
| 1 |
Name of reporting person
Suresh Guduru | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b) | ||||||||
| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
AF | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
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| 6 | Citizenship or place of organization
UNITED STATES
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
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| 11 | Aggregate amount beneficially owned by each reporting person
1,686,001.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
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| 13 | Percent of class represented by amount in Row (11)
28.31 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
IN |
SCHEDULE 13D
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| Item 1. | Security and Issuer | |
| (a) | Title of Class of Securities:
Class A ordinary shares, $0.0001 par value per share | |
| (b) | Name of Issuer:
Piermont Valley Acquisition Corp | |
| (c) | Address of Issuer's Principal Executive Offices:
7533 S Center View Ct, West Jordan,
UTAH
, 84084. | |
Item 1 Comment:
This Amendment No.1 ("Schedule 13D/A") amends and supplements the Schedule 13D filed with the Securities and Exchange Commission (the "SEC") on April 25, 2024 (the "Original Schedule 13D") by Vikasati Partners LLC relating to its beneficial ownership of Class B ordinary shares, par value $0.0001 per share, of the Issuer (the "Class B Ordinary Shares") and Class A ordinary shares, par value $0.0001 per share, of Piermont Valley Acquisition Corp, a Cayman Islands exempted company (the "Issuer") (the "Class A Ordinary Shares" and, together with the Class B Ordinary Shares, the "Ordinary Shares"). | ||
| Item 2. | Identity and Background | |
| Item 3. | Source and Amount of Funds or Other Consideration | |
| Item 4. | Purpose of Transaction | |
| Item 5. | Interest in Securities of the Issuer | |
| (a) | Items 5(a) and (b) of the Original Schedule 13D are hereby amended and restated as follows:
The information set forth on the cover pages of this Schedule 13D/A with respect to the beneficial ownership of the Reporting Persons are incorporated by reference into this Item 5. The aggregate number of shares owned by Suresh Guduru is 1,686,001 Class A ordinary shares, par value $0.0001 per share ("Class A Shares") of the Issuer, which were converted from Class B Shares on a one-for-one basis on May 23, 2023. The aggregate number of shares owned by Vikasati Partners LLC is 1,686,001 Class A Shares. | |
| (b) | Items 5(a) and (b) of the Original Schedule 13D are hereby amended and restated as follows:
As of the date hereof, the Reporting Person aggregate percentage of beneficial ownership is approximately 28.31%, based on 5,954,986 Class A Shares and one Class B Share issued and outstanding as of March 7, 2025, as reported in the Issuer's Form 8-K filed with the Securities and Exchange Commission on March 7, 2025. Vikasati Partners LLC is controlled by Mr. Guduru, who is its managing member, and Mr. Guduru has the sole power to dispose or direct the disposition of all of the Class A Shares and Class B Shares that Vikasati Partners LLC beneficially owns. | |
| Item 6. | Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer | |
Item 6 of the Original Schedule 13D is hereby amended and supplemented by updating previously reported information with respect to the following item:
Effective as of July 11, 2025, Issuer, Vikasati Partners LLC (the "Sponsor") and Valleypark Road, LLC ("New Sponsor") entered into a purchase agreement (the "Purchase Agreement"). Pursuant to the Purchase Agreement, among other things: (a) the Sponsor transferred to the New Sponsor an aggregate of 2,238,999 Class A Ordinary Shares, par value $0.0001 per share, of the Issuer and 1 Class B Ordinary Share, par value $0.0001 per share, of the Issuer; (b) the Issuer, the New Sponsor and Sponsor executed an amendment to the letter agreement originally executed in connection with the Issuer's initial public offering ("IPO"); (c) the Sponsor gave to New Sponsor the irrevocable right to vote the shares retained by it on its behalf and the Sponsor and CEMAC Sponsor LP, the Issuer's former sponsor ("Prior Sponsor") agreed to take certain other actions on its behalf with respect to certain matters; and (d) the Sponsor and the Prior Sponsor agreed to cancel an aggregate of 11,700,000 private placement warrants purchased by the Prior Sponsor at the time of the IPO. | ||
| Item 7. | Material to be Filed as Exhibits. | |
10.1
Share Purchase Agreement, dated July 11, 2025, by and between Piermont Valley Acquisition Corp, Valleypark Road, LLC, and Vikasati Partners, LLC (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K filed by the Issuer with the SEC on July 14, 2025).
https://www.sec.gov/Archives/edgar/data/1865248/000147793225005004/cmca_ex101.htm | ||
| SIGNATURE | |
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
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