FORM 3
        
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

Dowling Vincent J. Jr		 2. Date of Event Requiring Statement (MM/DD/YYYY)
6/16/2023 

 3. Issuer Name and Ticker or Trading Symbol

FOXO TECHNOLOGIES INC. [FOXO]
(Last)        (First)        (Middle)

7 SEA COURT		 4. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                          ___X___ 10% Owner
_____ Officer (give title below)        _____ Other (specify below)
(Street)

VERO BEACH, FL 32963      

(City)              (State)              (Zip)
5. If Amendment, Date Original Filed(MM/DD/YYYY)
 

6. Individual or Joint/Group Filing(Check Applicable Line)

_X_ Form filed by One Reporting Person
___ 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 A Common Stock, par value $0.0001 5756286 I See footnote (1)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 4)		2. Date Exercisable and Expiration Date
(MM/DD/YYYY)		3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)		4. Conversion or Exercise Price of Derivative Security5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)		6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date ExercisableExpiration DateTitleAmount or Number of Shares
Warrants to purchase Class A Common Stock 9/16/2022 9/15/2027 Class A Common Stock 97333 $11.50 I See footnote (2)
Explanation of Responses:
(1) 4,650,405 shares of Class A Common Stock are held by Baboon Partners, LLC and 1,105,881 shares of Class A Common Stock are held by Coat Tail Partners, LLC. Mr. Dowling is the manager and exercises control of Baboon Partners, LLC and Coat Tail Partners, LLC.
(2) Warrants to purchase 97,333 shares of Class A Common Stock are held by Coat Tail Partners, LLC, which are currently exerciseable. Mr. Dowling is the manager and exercises control of Coat Tail Partners, LLC.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director10% OwnerOfficerOther
Dowling Vincent J. Jr
7 SEA COURT
VERO BEACH, FL 32963
X
Signatures
Vincent J. Dowling6/26/2023
**Signature of Reporting PersonDate
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 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).
Note:File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
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