UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549


SCHEDULE 13G


(Amendment No. 2)


Under the Securities Exchange Act of 1934



 

Strikeforce Technologies, Inc.

 

 

(Name of issuer)

 

 

 

 

 

Common Stock

 

 

(Title of class of securities)

 

 

 

 

 

86332V505

 

 

(CUSIP number)

 

 

 

 

 

January 22, 2016

 

 

(Date of Event Which Requires Filing of this Statement)

 


Check the appropriate box to designate the rule pursuant to which this Schedule is filed:


      .Rule 13d-1(b)


  X .Rule 13d-1(c)


      .Rule 13d-1(d)


* The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.


The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).







CUSIP No. 86332V505

13G

Page 2 of 6 Pages


1

NAME OF REPORTING PERSON

 

 

I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

 

 

 

 

 

VISTA CAPITAL INVESTMENTS, LLC.

 

 


EIN: 27-4439472

  

 

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP 

 

 

(a)      .

 

 

(b)  X .

  

 

3

SEC USE ONLY

 

 

 

 

4

CITIZENSHIP OR PLACE OF ORGANIZATION

 

 

 

 

 

California

  

 

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH

5

SOLE VOTING POWER

 

 

 

 

 

0

  

 

6

SHARED VOTING POWER

 

 

 

 

 

5,000,000

  

 

7

SOLE DISPOSITIVE POWER

 

 

 

 

 

0

  

 

8

SHARED DISPOSITIVE POWER

 

 

 

 

 

5,000,000

  

 

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

 

 

 

 

5,000,000

  

 

10

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*      .

 

 

 

 

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

 

 

 

 

9.9%

  

 

12

TYPE OF REPORTING PERSON*

 

 

 

 

 

OO - Limited Liability Company

  

 






CUSIP No. 86332V505

13G

Page 3 of 6 Pages


1

NAME OF REPORTING PERSON

 

 

I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

 

 

 

 

 

David Clark

  

 

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP 

 

 

(a)      .

 

 

(b)  X .

  

 

3

SEC USE ONLY

 

 

 

 

4

CITIZENSHIP OR PLACE OF ORGANIZATION

 

 

 

 

 

United States

  

 

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH

5

SOLE VOTING POWER

 

 

 

 

 

0

  

 

6

SHARED VOTING POWER

 

 

 

 

 

5,000,000

  

 

7

SOLE DISPOSITIVE POWER

 

 

 

 

 

0

  

 

8

SHARED DISPOSITIVE POWER

 

 

 

 

 

5,000,000

  

 

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

 

 

 

 

5,000,000

  

 

10

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*      .

 

 

 

 

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

 

 

 

 

9.9%

  

 

12

TYPE OF REPORTING PERSON*

 

 

 

 

 

IN

  

 






CUSIP No. 86332V505

13G

Page 4 of 6 Pages



Item 1


(a)

Name of Issuer:


Strikeforce Technologies, Inc., a Wyoming corporation


(b)

Address Of Issuer's Principal Executive Offices:


1090 King Georges Post Road, Suite 603

Edison, NJ 08337


Item 2


(a)

Name of Person Filing:


VISTA CAPITAL INVESTMENTS, LLC.

David Clark


All of the securities covered by this report are owned directly by Vista Capital Investments, LLC. David Clark is a member and principal of Vista Capital Investments, LLC. As permitted by Rule 13d-4, the filing of this statement shall not be construed as an admission that David Clark is the beneficial owner of any of the securities covered by this statement, and David Clark expressly disclaims any equitable or beneficial ownership of such securities.


(b)

Address of Principal Business Office, or, if none, Residence:


Address for all filers:  406 9th Ave, Suite 201, San Diego CA 92101


(c)

Citizenship:


Vista Capital Investments, LLC was formed under the laws of the State of California.

David Clark is a United States citizen.


(d)

Title of Class of Securities:


Common Stock


(e)

Cusip Number:


86332V505


Item 3

If this statement is filed pursuant to §240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:


Not Applicable





CUSIP No. 86332V5005

13G

Page 5 of 6 Pages



Item 4

Ownership


(a)

Amount beneficially owned:  5,000,000*


(b)

Percent of class:  9.9%*


(c)

Number of shares as to which the person has:


(i)

Sole power to vote or to direct the vote:  0


(ii)

Shared power to vote or to direct the vote:  5,000,000*


(iii)

Sole power to dispose or to direct the disposition of:  0


(iv)

Shared power to dispose or to direct the disposition of:  5,000,000*


*Reporting Person has rights under a convertible note to own an aggregate number of shares of the issuer common stock not to exceed 9.9% of shares outstanding. The Reporting Persons’ beneficial ownership of 5,000,000 shares of Common Stock constitutes approximately 9.9% of all the outstanding shares of Common Stock, based upon a total of 50,373,506 shares of Common Stock as reported by the Issuer’s transfer agent on January 22, 2016.


Item 5

Ownership of Five Percent or Less of a Class


If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following      .


Item 6

Ownership of More Than Five Percent on Behalf Of Another Person


Not Applicable


Item 7

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company


Not Applicable


Item 8

Identification and Classification of Members of The Group


Not Applicable


Item 9

Notice of Dissolution of Group


Not Applicable





CUSIP No. 86332V505

13G

Page 6 of 6 Pages



Item 10

Certification


By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.


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.


 

VISTA CAPITAL MANAGEMENT, LLC.

 

 

 

 

By: 

/s/ David Clark

 

Name:

David Clark

 

Title:

Member and Principal

 

 

 

 

 

/s/ David Clark

 

 

David Clark




The original statement shall be signed by each person on whose behalf the statement is filed or his authorized representative.  If the statement is signed on behalf of a person by his authorized representative other than an executive officer or general partner of the filing person, evidence of the representative’s authority to sign on behalf of such person shall be filed with the statement, provided, however, that a power of attorney for this purpose which is already on file with the Commission may be incorporated by reference. The name and any title of each person who signs the statement shall be typed or printed beneath his signature.


Attention: Intentional misstatements or omissions of fact constitute Federal criminal violations (See 18 U.S.C. 1001)



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