SCHEDULE 13D

CUSIP No.

320703101

1

Name of reporting person

Kessler Judd S

2

Check the appropriate box if a member of a Group (See Instructions)

(a)

(b)

3

SEC use only

4

Source of funds (See Instructions)

PF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

Checkbox not checked

6

Citizenship or place of organization

CALIFORNIA

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 3,729,842.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 3,729,842.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

3,729,842.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

Checkbox not checked

13

Percent of class represented by amount in Row (11)

5.0 %

14

Type of Reporting Person (See Instructions)

IN

SCHEDULE 13D

Item 1.

Security and Issuer

(a)

Title of Class of Securities:

Common Stock

(b)

Name of Issuer:

Calidi Biotherapeutics, Inc.

(c)

Address of Issuer's Principal Executive Offices:

4475 EXECUTIVE DRIVE, SUITE 200, SAN DIEGO, CALIFORNIA , 92121.

Item 2.

Identity and Background

(a)

Judd Kessler

(b)

PO Box L Rancho Santa Fe, CA 92067

(c)

Investor

(d)

No

(e)

No

(f)

USA

Item 3.

Source and Amount of Funds or Other Consideration

Personal savings

Item 4.

Purpose of Transaction

Invest in curing cancer

Item 5.

Interest in Securities of the Issuer

(a)

I believe my 3,729,842 shares represent over 5% of the shares in CLDI

(b)

3,729,842.00

(c)

I've purchased 3546692 shares in the past 60 days

(d)

None

(e)

None

Item 6.

Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer

None

Item 7.

Material to be Filed as Exhibits.

None

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Kessler Judd S

Signature:	Judd Kessler
Name/Title:	Individual Investor
Date:	05/01/2024