SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person* Omega Alpha Management (Last) (First) (Middle) C/O OMEGA ALPHA SPAC 888 BOYLSTON STREET, SUITE 1111 (Street) BOSTON MA 02199 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 01/06/2021	3. Issuer Name and Ticker or Trading Symbol Omega Alpha SPAC [ OMEG ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director X 10% Owner Officer (give title below) Other (specify below)	5. If Amendment, Date of Original Filed (Month/Day/Year)
			6. Individual or Joint/Group Filing (Check Applicable Line) Form filed by One Reporting Person X Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Class B Ordinary Shares(1)	2,735,000(2)	D(3)(4)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

1. Name and Address of Reporting Person* Omega Alpha Management (Last) (First) (Middle) C/O OMEGA ALPHA SPAC 888 BOYLSTON STREET, SUITE 1111 (Street) BOSTON MA 02199 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* Pearsall Alexandra (Last) (First) (Middle) C/O OMEGA ALPHA SPAC 888 BOYLSTON STREET, SUITE 1111 (Street) BOSTON MA 02199 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* Omega Fund VI GP Manager, Ltd. (Last) (First) (Middle) C/O OMEGA ALPHA SPAC 888 BOYLSTON STREET, SUITE 1111 (Street) BOSTON MA 02199 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* Omega Fund VI GP, L.P. (Last) (First) (Middle) C/O OMEGA ALPHA SPAC 888 BOYLSTON STREET, SUITE 1111 (Street) BOSTON MA 02199 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* Omega Fund VI, L.P. (Last) (First) (Middle) C/O OMEGA ALPHA SPAC 888 BOYLSTON STREET, SUITE 1111 (Street) BOSTON MA 02199 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

Explanation of Responses:

1. The Class B Ordinary Shares entitle the holder to one vote for each share held on all matters to be voted on by shareholders and will automatically convert into shares of Class A Ordinary Shares at the time of the Issuer's initial business combination on a one-for-one basis, subject to adjustment, as described in the Issuer's registration statement on Form S-1 (File No. 333-251551). Class B Ordinary Shares have no expiration date.

2. Includes up to 375,000 shares of Class B Ordinary Shares that may be forfeited if the underwriters in the Issuer's initial public offering do not exercise the over-allotment option in full, as described in the Issuer's registration statement.

3. These shares are held by Omega Alpha Management (the "Sponsor"). The Sponsor is governed by two managers, Otello Stampacchia, who is a director of Omega Fund VI GP Manager, Ltd. ("Omega Top GP"), which is the general partner of Omega Fund VI GP, L.P. ("Omega GP"), which is the general partner of Omega Fund VI, L.P. ("Omega VI"), the sole member of the Sponsor, and Alexandra Pearsall (together with Mr. Stampacchia, the "Managers"). As such, each of Omega Top GP, Omega GP, Omega VI and the Managers has voting and investment discretion with respect to the Class B Ordinary Shares held by the Sponsor and, as a result, each may be deemed to beneficially own the reported securities.

4. Each of the reporting persons (other than the Sponsor) disclaims Section 16 beneficial ownership of the shares except to the extent, if any, of its, his or her respective pecuniary interest therein, and this report shall not be deemed an admission that any of such person is the beneficial owner of such shares for Section 16 or any other purpose.

Remarks:

Exhibit 24.1 - Power of Attorney of Omega Alpha Management. Exhibit 24.2 - Power of Attorney of Alexandra Pearsall. Exhibit 24.3 - Power of Attorney of Omega Fund VI, L.P. Exhibit 24.4 - Power of Attorney of Omega Fund VI GP, L.P. Exhibit 24.5 - Power of Attorney of Omega Fund VI GP Manager, Ltd.

	Omega Alpha Management /s/ Otello Stampacchia, Attorney-in-fact	01/06/2021
	Omega Fund VI GP Manager, Ltd. /s/ Otello Stampacchia, Attorney-in-fact	01/06/2021
	Omega Fund VI GP Manager, Ltd., the general partner of Omega Fund VI GP, L.P. /s/ Otello Stampacchia, Attorney-in-fact	01/06/2021
	Omega Fund VI GP Manager, Ltd., the general partner of Omega Fund VI GP, L.P., the general partner of Omega Fund VI, L.P. /s/ Otello Stampacchia, Attorney-in-fact	01/06/2021
	Alexandra Pearsall /s/ Otello Stampacchia, Attorney-in-fact	01/06/2021
	** Signature of Reporting Person	Date
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