Sec Form 3 Filing - Renda Frankie S. @ Southland Holdings, Inc. - 2023-02-14

FORM 3 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person Renda Frankie S. 2. Issuer Name and Ticker or Trading Symbol Southland Holdings, Inc. [ SLND] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director X __ 10% Owner X __ Officer (give title below) _____ Other (specify below) President and Chief Executive (Last) (First) (Middle) 1100 KUBOTA DR. 3. Date of Earliest Transaction (MM/DD/YY) 02/14/2023 (Street) GRAPEVINE, TX76051 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) _____ Form filed by One Reporting Person __ X __ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 Common Stock 10,462,844 D Common Stock 5,571,932 I Frank Renda 2015 Irrevocable Trust ( 1 ) ( 6 ) Common Stock 2,006,635 I Madison Nicole Renda Trust ( 2 ) ( 6 ) Common Stock 2,006,635 I Dominic Vincent Renda Trust ( 3 ) ( 6 ) Common Stock 2,006,635 I Santino Leonidas Renda Trust ( 4 ) ( 6 ) Common Stock 62,856 I Amanda Delee Renda ( 5 ) ( 6 )

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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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 (MM/DD/YY) 7. Title and Amount of Underlying Securities (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 of Derivative Security: 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

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Renda Frankie S. 1100 KUBOTA DR. GRAPEVINE, TX76051 X X President and Chief Executive FRANK RENDA 2015 IRREVOCABLE TRUST 3700 SCENIC VIEW DR. FLOWER MOUND, TX75022 X Signatures /s/ Frankie S. Renda 02/22/2023 Signature of Reporting Person Date Frank Renda 2015 Irrevocable Trust By: /s/ Frankie S. Renda, Trustee 02/22/2023 Signature of Reporting Person Date

Explanation of Responses:

( 1 )These shares are held directly by the Frank Renda 2015 Irrevocable Trust ("Trust A"), a family trust established for the benefit of the immediate family of Frankie S. Renda. Frankie S. Renda is the sole trustee of Trust A. ( 2 )These shares are held directly by the Madison Nicole Renda Trust ("Trust B"), a family trust established for the benefit of a child of Frankie S. Renda. Frankie S. Renda is the sole trustee of Trust B. ( 3 )These shares are held directly by the Dominic Vincent Renda Trust ("Trust C"), a family trust established for the benefit of a child of Frankie S. Renda. Frankie S. Renda is the sole trustee of Trust C. ( 4 )These shares are held directly by the Santino Leonidas Renda Trust ("Trust D"), a family trust established for the benefit of a child of Frankie S. Renda. Frankie S. Renda is the sole trustee of Trust D. ( 5 )These shares are held directly by the spouse of Frankie S. Renda. ( 6 )For purposes of Section 16 of the Securities Exchange Act of 1934, as amended, the reporting persons disclaim beneficial ownership of any such securities, except to the extent of their pecuniary interest therein, if any, and this report shall not be deemed an admission that such reporting persons are the beneficial owner of such securities for purposes of Section 16 or otherwise.

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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