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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
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. | SEC 1474 (9-02) |
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 Underlying Securities (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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Johnson Michael 985 POINSETTIA AVENUE SUITE A VISTA, CA 92081 |
X | X |
/s/ Michael Johnson | 09/07/2016 | |
**Signature of Reporting Person | Date |
* | 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). |
(1) | Represents acquisition of 10,000,000 shares of common stock (at $0.04 per share) acquired by Esenjay Investments, LLC ("Esenjay") in consideration for cancellation of debt in the amount of $400,000. |
(2) | Represents acquisition of 12,500,000 shares of common stock (at $0.04 per share) acquired by Esenjay for $500,000 in cash. |
(3) | Securities are held by Esenjay. Mr. Johnson is the sole director and beneficial owner of this entity. |
(4) | Includes 13,333,333 shares of common stock convertible under the Unrestricted Line of Credit between Esenjay and the Issuer at $0.06 per share. |
(5) | Includes 15,333,333 shares of common stock convertible under the Unrestricted Line of Credit between Esenjay and the Issuer at $0.06 per share. |
(6) | Under a Side Letter, Esenjay agreed to limit its right of conversion under the Unrestricted Line of Credit to such number of Shares so that upon conversion, if any, it will not cause the Issuer to exceed the authorized number of shares of Common Stock. |