Sec Form 3 Filing - Aitefund Sponsor LLC @ Shepherd Ave Capital Acquisition Corp - 2024-12-02

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 Aitefund Sponsor LLC 2. Issuer Name and Ticker or Trading Symbol Shepherd Ave Capital Acquisition Corp [ SPHAU] 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) C/O SHEPHERD AVE CAPITAL ACQ. CORP, 221 W 9TH ST #859 3. Date of Earliest Transaction (MM/DD/YY) 12/02/2024 (Street) WILMINGTON,, DE19801 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 B Ordinary Shares 1,996,250 ( 1 ) ( 2 ) 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

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Aitefund Sponsor LLC C/O SHEPHERD AVE CAPITAL ACQ. CORP 221 W 9TH ST #859 WILMINGTON,, DE19801 X Caschetto Carmelo C/O SHEPHERD AVE CAPITAL ACQ. CORP 221 W 9TH ST #859 WILMINGTON,, DE19801 X Signatures Carmelo Caschetto 12/02/2024 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Aitefund Sponsor LLC (the "Sponsor") is the record holder of the shares reported herein. Mr. Carmelo Caschetto is the manager of the Sponsor. As such, Mr. Caschetto may be deemed to have beneficial ownership of the securities of Shepherd Ave Capital Acquisition Corporation (the "Issuer") held directly by the Sponsor. ( 2 )Representing 1,996,250 Class B ordinary shares of the Issuer acquired by the Sponsor pursuant to certain securities subscription agreement dated June 14, 2024. Class B ordinary shares will automatically convert into Class A ordinary shares on one-for-one basis upon the consummation of an initial business combination. The amount of shares reported includes (i) up to 281,250 Class B ordinary shares subject to forfeiture to the extent that the over-allotment option is not exercised in full or in part by the underwriters and (ii) 60,000 Class B ordinary shares to be transferred to three independent directors of the Issuer immediately prior to the closing of the initial public offering of the Issuer.

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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