Sec Form 4 Filing - SOULPOWER ACQUISITION SPONSOR LLC @ Soulpower Acquisition Corp. - 2025-04-03

FORM 4 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 SOULPOWER ACQUISITION SPONSOR LLC 2. Issuer Name and Ticker or Trading Symbol Soulpower Acquisition Corp. [ SOUL] 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) 250 WEST 55TH STREET,, 17TH FLOOR 3. Date of Earliest Transaction (MM/DD/YY) 04/03/2025 (Street) NEW YORK, NY10019 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 Class A Ordinary Shares 04/03/2025 P 400,000 ( 1 ) A $ 10 400,000 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 (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 Class B Ordinary Shares ( 5 ) 04/03/2025 J 100,000 ( 6 ) ( 5 ) ( 5 ) Class A Ordinary Shar es 100,000 ( 2 ) ( 5 ) 8,208,333 ( 7 ) D ( 2 ) Rights to receive Class A Ordinary Shares ( 3 ) 04/03/2025 P 400,000 ( 3 ) ( 3 ) ( 3 ) Class A Ordinary Shares 40,000 ( 3 ) 8,608,333 ( 4 ) ( 7 ) D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other SOULPOWER ACQUISITION SPONSOR LLC 250 WEST 55TH STREET, 17TH FLOOR NEW YORK, NY10019 X SOULPOWER MANAGEMENT LLC 250 WEST 55TH STREET, 17TH FLOOR NEW YORK, NY10019 X Lafazan Justin 250 WEST 55TH STREET, 17TH FLOOR NEW YORK, NY10019 X CEO and Chairman Signatures /s/ Justin Lafazan Authorized Signatory of Soulpower Acquisition Sponsor LLC 04/07/2025 Signature of Reporting Person Date /s/ Justin Lafazan Authorized Signatory of Soulpower Management LLC 04/07/2025 Signature of Reporting Person Date /s/ Justin Lafazan 04/07/2025 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Reflects the 400,000 Class A ordinary shares of Soulpower Acquisition Corporation (the "Issuer") that are included in the 400,000 private placement units of the Issuer purchased by Soulpower Acquisition Sponsor LLC ("Sponsor"). Each private placement unit was purchased for $10 per unit and consists of one Class A ordinary share and one right to receive one-tenth (1/10) of one Class A ordinary share upon consummation of the Issuer's initial business combination. ( 2 )These shares represent the Founder Shares held by Soulpower Acquisition Sponsor LLC (the "Sponsor"). The Founder Shares include up to 1,000,000 shares that are subject to forfeiture in the event the underwriters of the Issuer's IPO do not exercise in full their over-allotment option as described in the Issuer's registration statement. Soulpower Management LLC ("SML") is the sole managing member of the Sponsor and holds voting and investment discretion with respect to the ordinary shares held of record by the Sponsor. Soulpower International Corporation ("SIC") is the managing member of SML and Justin Lafazan is the director of SIC. As such, each of SIC and Justin Lafazan may be deemed to share beneficial ownership of the ordinary shares held of record by the Sponsor and each disclaims any beneficial ownership of the reported shares other than to the extent of any pecuniary interest they may have therein, directly or indirectly. ( 3 )Represents the 40,000 Class A ordinary shares, which may be acquired by Sponsor upon the conversion of 400,000 rights (included in the Sponsor's private placement units) upon consummation of the registrant's initial business combination. As described in the Registration Statement under the heading "Description of Securities-Share Rights," each right will automatically convert into one-tenth (1/10) of one Class A ordinary share upon consummation of the Issuer's initial business combination, subject to certain adjustments described therein and have no expiration date. No fractional Class A ordinary shares will be issued upon conversion of such rights. ( 4 )Represents (i) the 400,000 rights referred to in footnotes 1 and 3 and (ii) 8,208,333 Class B ordinary shares held by the Sponsor acquired pursuant to a subscription agreement by and between the Issuer and the Sponsor. ( 5 )As described in the registration statement on Form S-1 (File No. 333-284465) of the Issuer under the heading "Description of Securities--Founder Shares," the Class B ordinary shares will automatically convert into shares of Class A ordinary shares at the time of the Issuer's initial business combination, or at any time prior to the Issuer's initial business combination, at the option of the holder on a one-for-one basis, subject to certain adjustments. The Class B ordinary shares have no expiration date ( 6 )As described in the Registration Statement, these 100,000 shares were automatically forfeited by the Sponsor due to the partial exercise of the Underwriters' overallotment exercise. ( 7 )Does not reflect the 12,500 Founder Shares that are held directly by Justin Lafazan.

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