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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(Print or Type Responses)
1. Name and Address of Reporting Person *
  NOMURA GLOBAL FINANCIAL PRODUCTS INC
2. Date of Event Requiring Statement (Month/Day/Year)
11/13/2019
3. Issuer Name and Ticker or Trading Symbol
Kaleyra, Inc. [GIG]
(Last)
(First)
(Middle)
309 WEST 49TH STREET, 
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 Original Filed(Month/Day/Year)
(Street)

NEW YORK, NY 10019
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 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)
Common Stock, par value $0.0001 per share (1) 1,623,000
D
 

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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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 of Derivative Security: 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
Prepaid Forward Transaction (1) (2)   (2)   (2) Common Stock 1,623,000 $ (2) D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
NOMURA GLOBAL FINANCIAL PRODUCTS INC
309 WEST 49TH STREET
NEW YORK, NY 10019
    X    
NOMURA HOLDINGS INC
9-1 NIHONBASHI 1-CHOME
CHUO-KU
TOKYO, M0 103-8645
    X    

Signatures

/s/ Jonathan Raiff, Senior Managing Director, Nomura Global Financial Products Inc 11/25/2019
**Signature of Reporting Person Date

/s/ Tsutomu Takemura, Senior Managing Director, Nomura Holdings Inc 11/25/2019
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(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).
(1) These securities are owned by Nomura Global Financial Products Inc. ("NGFP"), a wholly-owned subsidiary of Nomura Holdings, Inc., which accordingly may also be deemed to beneficially own the securities owned by NGFP.
(2) On October 31, 2019, NGFP entered into a prepaid forward transaction (the "Transaction") with GigCapital, Inc. (the "Issuer"). Pursuant to the Transaction, Nomura sold a maximum of 2,000,000 shares of common stock of the Issuer to the Issuer at a price equal to the "Redemption Price" specified in Section 9.2 of the Amended and Restated Certificate of Incorporation of the Issuer, dated as of December 7, 2017. The Transaction provides for settlement following the first anniversary of the closing of the business combination transaction between the Issuer and Kaleyra S.p.A. pursuant to the Stock Purchase Agreement dated as of February 22, 2019, as reported on the Form 8-K filed with the Securities and Exchange Commission by the Issuer on February 26, 2019.

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