SEC Form 4

FORM 4		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 or Section 30(h) of the Investment Company Act of 1940	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person* Gong Xunkai (Last) (First) (Middle) C/O AVEPOINT, INC. 525 WASHINGTON BOULEVARD, SUITE 1400 (Street) JERSEY CITY NJ 07310 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol AvePoint, Inc. [ AVPT ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X Director X 10% Owner X Officer (give title below) Other (specify below) Executive Chairman
	3. Date of Earliest Transaction (Month/Day/Year) 03/13/2023
	4. If Amendment, Date of Original Filed (Month/Day/Year)	6. Individual or Joint/Group Filing (Check Applicable Line) X Form filed by One Reporting Person Form filed by More than One Reporting Person
	Rule 10b5-1(c) Transaction Indication Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	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(1)	03/13/2023		A		118,483(2)	A	$0	561,317(3)	D
Common Stock(4)	03/21/2023		F		24,467(5)	D	$4.15	536,850(3)	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 (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	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 (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (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: 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
Stock Option (Right to Buy)(6)	$4.22	03/13/2023		A		200,959		03/13/2024(7)	03/13/2033	Common Stock	200,959	$4.22	200,959	D

Explanation of Responses:

1. This security represents restricted stock units (each, an "RSU") granted to the reporting person under the Issuer's 2021 Equity Incentive Plan. Each RSU represents the contingent right to receive, upon vesting of the RSU, one share of the Issuer's common stock.

2. 25% of the RSUs will vest on March 13, 2024; the remaining RSUs vest in 12 equal quarterly installments thereafter, subject to the Reporting Person's continued service with the Issuer as of the applicable vesting date.

3. Includes non-RSU common stock as well as aggregate vested and unvested RSUs held by the Reporting Person subject to the vesting schedules previously reported on Table I on a Form 4 filed with the Securities and Exchange Commission on September 3, 2021 and March 22, 2022.

4. This security represents Issuer's common stock as well as restricted stock units (each, an "RSU") granted to the reporting person under the Issuer's 2021 Equity Incentive Plan. Each RSU represents the contingent right to receive, upon vesting of the RSU, one share of the Issuer's common stock

5. Exempt transaction consisting of the payment of exercise price or tax liability by delivering or withholding securities incident to the receipt, exercise or vesting of a security issued in accordance with Rule 16b-3. The shares reported as disposed of in this Form 4 represent the number of shares of the Issuer's common stock that have been withheld by the Issuer to satisfy its income tax withholding and remittance obligations in connection with the net settlement of the securities and does not represent a discretionary transaction by the Reporting Person.

6. This security represents options to purchase the Issuer's common stock granted to the Reporting Person under the Issuer's 2021 Equity Incentive Plan.

7. 25% of the shares underlying this option will vest on March 13, 2024; the remaining options vest in 12 equal quarterly installments thereafter, subject to the Reporting Person's continued service with the Issuer as of the applicable vesting date.

	/s/ Brian Michael Brown, Attorney-in-Fact	03/22/2023
	** Signature of Reporting Person	Date
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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