Statement of Beneficial Ownership (sc 13d)
May 20 2014 - 3:49PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.
20549
SCHEDULE 13D
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. )
TIERRA GRANDE RESOURCES
INC.
(Name of Issuer)
Common Stock, par value $0.0001 per
share
(Title of Class of Securities)
11840P
(CUSIP Number)
Andrew Gasmier
Cnr Stirling Hwy & Fairlight
St.
Mosman Park, Western Australia 6012, Australia
+61
8 9384 6835
(Name, Address and Telephone Number of Person Authorized
to Receive Notices and Communications)
May 16, 2014
(Date of Event which
Requires Filing of this Statement)
If the filing person has previously filed a statement on
Schedule 13G to report the acquisition that is the subject of this Schedule 13D,
and is filing this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g),
check the following box. [ ]
Note:
Schedules filed in paper format shall include a
signed original and five copies of the schedule, including all exhibits. See
Rule 13d-7(b) for other parties to whom copies are to be sent.
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*
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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.
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The information required on the remainder of this cover page
shall not be deemed to be “filed” for the purposes of Section 18 of the
Securities Exchange Act of 1934 (the “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.
11840P
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(1)
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Names of Reporting Persons:
Andrew and Jacinta Gasmier
Super Fund
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(2)
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Check the Appropriate Box if a Member of a Group:
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(a) [ ]
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(b)
[ ]
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(3)
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SEC Use Only
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(4)
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Source of Funds:
WC
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(5)
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Check if Disclosure of Legal Proceedings is Required
Pursuant to Items 2(d) or 2(e): [ ]
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(6)
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Citizenship or Place of Organization:
Australia
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Number
of
Shares
Beneficially
Owned by
Each
Reporting
Person
with:
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(7)
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Sole Voting Power:
10,000,000
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(8)
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Shared Voting Power:
0
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(9)
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Sole Dispositive Power:
10,000,000
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(10)
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Shared Dispositive Power:
0
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(11)
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Aggregate Amount Beneficially Owned by Each Reporting
Person
10,000,000
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(12)
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Check Box if the Aggregate Amount in Row (11) Excludes
Certain Shares: [ ]
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(13)
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Percent of Class Represented by Amount in Row (11):
9.6%
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(14)
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Type of Reporting Person:
OO
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CUSIP No.
11840P
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(1)
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Names of Reporting Persons:
Andrew Gasmier
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(2)
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Check the Appropriate Box if a Member of a Group:
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(a) [ ]
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(b)
[ ]
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(3)
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SEC Use Only
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(4)
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Source of Funds:
OO
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(5)
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Check if Disclosure of Legal Proceedings is Required
Pursuant to Items 2(d) or 2(e): [ ]
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(6)
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Citizenship or Place of Organization:
Australia
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Number
of
Shares
Beneficially
Owned
by
Each
Reporting
Person
with:
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(7)
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Sole Voting Power:
1,792,146
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(8)
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Shared Voting Power:
10,000,000(1)
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(9)
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Sole Dispositive Power:
1,792,146
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(10)
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Shared Dispositive Power:
10,000,000(1)
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(11)
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Aggregate Amount Beneficially Owned by Each Reporting
Person:
11,792,146(1)
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(12)
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Check Box if the Aggregate Amount in Row (11) Excludes
Certain Shares: [ ]
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(13)
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Percent of Class Represented by Amount in Row (11):
11.4%
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(14)
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Type of Reporting Person:
IN
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(1) 11,000,000 shares of common stock of the Issuer are held
by Andrew and Jacinta Gasmier Super Fund (“Gasmier Super Fund”). Mr. Gasmier is
a trustee of Gasmier Super Fund and disclaims beneficial ownership of the
securities of the Issuer held by Gasmier Super Fund as investment and voting
control over the securities held by Gasmier Super Fund rests with the board of
trustees of Gasmier Super Fund.
Item
1.
Security and Issuer
This Schedule 13D relates to the common stock, par value
$0.0001 per share of Tierra Grande Resources Inc., a Nevada corporation (the
“Issuer”). The principal executive offices of the Issuer are located at Cnr
Stirling Hwy & Fairlight St., Mosman Park, Western Australia, 6012
Australia.
Item
2.
Identity and Background
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(a)
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This statement on Schedule 13D is filed on behalf of
Andrew and Jacinta Gasmier Super Fund (“Gasmier Super Fund”) and Andrew
Gasmier (together the “Reporting Persons”). Mr. Gasmier is a director and
officer of the Issuer and his business address is Cnr Stirling Hwy &
Fairlight St., Mosman Park, Western Australia, 6012 Australia. Mr. Gasmier
is also a trustee of Gasmier Super Fund and disclaims beneficial ownership
of the securities of the Issuer held by Gasmier Super Fund as investment
and voting control over the securities held by Gasmier Super Fund rests
with the board of trustees of Gasmier Super Fund.
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Gasmier Super Fund is organized under the laws of
Australia. The principal business of Gasmier Super Fund is investment. The
business address of Gasmier Super Fund is 4 Malumba Cresent, Lesmurdie,
Western Australia 6076, Australia. The name, business address, citizenship
and present principal occupation or employment of each executive officer
and director of Gasmier Super Fund is set forth in Schedule “A” attached
hereto and incorporated herein by reference.
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(b)
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See (a) above.
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(c)
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See (a) above.
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(d)
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During the past five years, none of the Reporting
Persons, nor to the knowledge of the Reporting Persons, any of the persons
listed in Schedule “A”, has been convicted in a criminal proceeding
(excluding traffic violations or similar misdemeanors).
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(e)
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During the past five years, none of the Reporting
Persons, nor to the knowledge of the Reporting Persons, any of the persons
listed in Schedule “A”, has been a party to a civil proceeding of a
judicial or administrative body of competent jurisdiction as a result of
which such person was or is subject to a judgment, decree or final order
enjoining future violations of, or prohibiting or mandating activities
subject to, federal or state securities laws or finding any violation with
respect to such laws.
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(f)
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See (a) above.
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Item
3.
Source and Amount of Funds or Other Consideration
Between May 1, 2013 and May 24, 2013, Andrew Gasmier acquired
an aggregate of 1,000,000 shares of common stock of the Issuer in various open
market purchases at an aggregate cost of approximately $15,075, from personal
funds.
On October 14, 2013, Gasmier Super Fund acquired 5,000,000
shares of common stock of the Issuer in the open market at a price of $0.01 per
share for an aggregate of $50,000, from working capital.
On October 20, 2013, October 22, 2013 and October 29, 2013,
Andrew Gasmier acquired an aggregate of 542,146 shares of common stock of the
Issuer in the open market at prices ranging from $0.0035 to $0.004 per share for
an aggregate of approximately $1,477, from personal funds.
On February 12, 2014, Andrew Gasmier acquired 250,000 shares of
common stock of the Issuer in the open market at a price of $0.0035 per share
for an aggregate of approximately $875, from personal funds.
On May 16, 2014, Gasmier Super Fund acquired 5,000,000 shares
of common stock of the Issuer at a price of $0.01 per share in a private
placement for an aggregate of $50,000, from working capital.
Item
4.
Purpose of Transaction
The Reporting Persons acquired the Issuer’s common stock for
investment purposes. None of the Reporting Persons have any plans or proposals
which relate to or would result in any of the matters listed in Items 4(a) to
4(j) of Schedule 13D. The Reporting Persons reserve the right to acquire
additional securities of the Issuer, to dispose of such securities at any time
or to formulate other purposes, plans or proposals regarding the Issuer or any
of its securities.
Item
5.
Interest in Securities of the Issuer
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(a)
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Mr. Gasmier beneficially owns an aggregate of 1,792,146
shares, or approximately 1.8% of the Issuer’s outstanding common
stock.
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Gasmier Super Fund beneficially owns an aggregate of
10,000,000 shares of the Issuer, or approximately 9.6% of the Issuer’s
outstanding common stock. Mr. Gasmier is a trustee of Gasmier Super Fund
and disclaims beneficial ownership of the securities of the Issuer held by
Gasmier Super Fund as investment and voting control over the securities
held by Gasmier Super Fund rests with the board of trustees of Gasmier
Super Fund.
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(b)
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Gasmier Super Fund has the sole power to vote and to
dispose of the securities of the Issuer held by it. Mr. Gasmier has the
sole power to vote and to dispose of the securities of the Issuer held by
him.
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(c)
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None of the Reporting Persons has effected any other
transactions in the Issuer’s common stock within the past 60 days, except
as provided herein.
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(d)
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Not applicable.
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(e)
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Not applicable.
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Item
6.
Contracts, Arrangements, Understandings or Relationships with Respect to
Securities of the Issuer
None.
Item
7.
Materials to be Filed as Exhibits
Joint Filing Agreement.
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.
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Date: May 20, 2014
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Andrew and Jacinta Gasmier Super
Fund
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Per:
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/s/ Andrew Gasmier
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Name: Andrew Gasmier
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Title: Trustee
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Date: May 20, 2014
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/s/ Andrew Gasmier
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Andrew Gasmier
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EXHIBIT A
JOINT FILING AGREEMENT
In accordance with the provisions of Rule 13d-1(k) under the
Securities Exchange Act of 1934, as amended, the undersigned hereby agree to
jointly prepare and file a Schedule 13D/A (including any future amendments
thereto) reporting each of the undersigned’s ownership of securities of Tierra
Grande Resources Inc. and further agree to the filing of this Agreement as an
Exhibit thereto. In addition, each party to this Agreement expressly authorizes
each other party to file on its behalf any and all amendment to such Schedule
13D/A. The undersigned acknowledge that each shall be responsible for the timely
filing of such amendments, and for the completeness and accuracy of the
information concerning him or it contained therein, but shall not be responsible
for the completeness and accuracy of the information concerning the other,
except to the extent that he or it knows or has reason to believe that such
information is inaccurate.
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Date: May 20, 2014
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Andrew and Jacinta Gasmier Super
Fund
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Per
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/s/ Andrew Gasmier
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Name: Andrew Gasmier
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Title: Trustee
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Date: May 20, 2014
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/s/ Andrew Gasmier
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Andrew Gasmier
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SCHEDULE “A”
EXECUTIVE OFFICERS AND DIRECTORS OF GASMIER SUPER FUND
The following is a list of the directors and executive officers
of Andrew and Jacinta Gasmier Super Fund and sets forth the business address,
present principal occupation or employment and citizenship for each such
person.
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Present Principal
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Name
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Business Address
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Occupation
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Citizenship
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Andrew Gasmier
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4 Malumba Cresent,
Lesmurdie, Western
Australia 6076,
Australia
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Director and officer
of
Tierra Grande
Resources Inc.
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Australian
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Jacinta Gasmier
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4 Malumba Cresent,
Lesmurdie, Western
Australia 6076,
Australia
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N/A
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Australian
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