Sec Form 3 Filing - Cetus Sponsor LLC @ Cetus Capital Acquisition Corp. - 2023-01-31

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 Cetus Sponsor LLC 2. Issuer Name and Ticker or Trading Symbol Cetus Capital Acquisition Corp. [ CETU] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director X __ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) FLOOR 3, NO. 6, LANE 99,, ZHENGDA SECOND STREET, WENSHAN DISTRICT, 3. Date of Earliest Transaction (MM/DD/YY) 01/31/2023 (Street) TAIPEI, F511602 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ 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 Class A common Stock 1,437,500( 1 ) D( 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 (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 Cetus Sponsor LLCFLOOR 3, NO. 6, LANE 99, ZHENGDA SECOND STREET, WENSHAN DISTRICT, TAIPEI, F511602 X Signatures Cetus Sponsor LLC By: AWinner Limited, its manager, By: /s/ Chung-Yi Sun, Director 01/31/2023 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Includes up to 187,500 shares subject to forfeiture depending on the extent to which the underwriters' over-allotment option is exercised, if at all. ( 2 )This Form 3 is being filed by Cetus Sponsor LLC, the sponsor of the issuer (the "Sponsor"). AWinner Limited is the sole manager and the majority member of the Sponsor. Chung-Yi Sun, the President and CEO of the Issuer, is the sole director and shareholder of AWinner Limited, and may be deemed to beneficially own shares held by the Sponsor by virtue of his control over AWinner Limited, and such entity's control over the Sponsor. Mr. Sun disclaims beneficial ownership of the shares of the Issuer's securities held by the Sponsor, except to the extent of his pecuniary interest therein.

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).

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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