VNTH Nano Mobile Healthcare Inc (PK)

CUSIP No. 63010B200

13D

1.		NAMES OF REPORTING PERSONS John E. Groman
2.		CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions) (a)     ☐ (b)     ☐ (joint filers)
3.		SEC USE ONLY
4.		SOURCE OF FUNDS (see instructions)  PF
5.		CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)     ☐
6.		CITIZENSHIP OR PLACE OF ORGANIZATION   United States

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH			7.		SOLE VOTING POWER   1,237,363 shares of Common Stock; 2,535 shares of Series B Preferred Stock, convertible into 50,700,000 shares of Common Stock; 26,190 shares of Series C Preferred Stock, convertible into 523,796,184 shares of Common Stock; 8,577 shares of Series D Preferred Stock, convertible into 171,543,690 shares of Common Stock.
			8.		SHARED VOTING POWER   0 shares
			9.		SOLE DISPOSITIVE POWER   1,237,363 shares of Common Stock; 2,535 shares of Series B Preferred Stock, convertible into 50,700,000 shares of Common Stock; 26,190 shares of Series C Preferred Stock, convertible into 523,796,184 shares of Common Stock; 8,577 shares of Series D Preferred Stock, convertible into 171,543,690 shares of Common Stock.
			10.		SHARED DISPOSITIVE POWER   0 shares

11.		AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,387,363 shares of Common Stock; 2,535 shares of Series B Preferred Stock, convertible into 50,700,000 shares of Common Stock; 38,277 shares of Series C Preferred Stock, convertible into 765,548,269 shares of Common Stock; 8,577 shares of Series D Preferred Stock, convertible into 171,543,690 shares of Common Stock.
12.		CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions)  ☐
13.		PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 37.82 %
14.		TYPE OF REPORTING PERSON (see instructions) IN

 

Item 1.  Security and Issuer.

 

 The securities to which this statement on Schedule 13D (this “Statement”) relates to the Common Stock, par value $0.00001 and Series B Preferred Stock, par value $.00001, and Series C Preferred Stock, par value $.00001 and Series D Preferred Stock, par value $.00001 of Nano Mobile Healthcare, Inc. (the “Issuer”).  The principal executive offices of the Issuer are located at One Boston Place Suite 2600, Boston, MA 02108.

 

Item 2.  Identity and Background.

 

(a)     This Statement is filed by John E. Groman (the “Reporting Person”).

 

(b)     The address of the principal business and principal office of the Reporting Person is 514 Americas Way #7697 Box Elder, SD 57719-7600.

 

(c)     The Reporting Person is the Trustee and 50% beneficiary of the Groman Finnegan Investment Trust, under declaration of trust dated 1/18/2002; Trustee and 100% beneficiary of the John E. Groman 2002 Trust dated 1/18/2002; majority shareholder of Bella Sante, Inc.; majority shareholder of Gromax Enterprises, Inc.; Trustee and 100% beneficiary of the John Groman Roth IRA; and spouse of Cara Finnegan, as Trustee of the John E. Groman Irrevocable Trust, under declaration of trust dated 5/20/2014.

 

(d)     During the past five years, the Reporting Person has not been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors).

 

(e)     During the past five years, the Reporting Persons has not been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding 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.

 

Item 3.  Source or Amount of Funds or Other Consideration.

 

The shares of common stock and Series B Preferred Stock or Series C Preferred Stock or Series D Preferred Stock represent an investment in the Issuer made from the personal funds of the Reporting Person.  The total amount paid by the Reporting Person for the common stock and the Series B Preferred Stock and Series C Preferred Stock and Series D Preferred Stock is $1,207,012.91.

 

Item 4.  Purpose of Transaction.

 

The Reporting Person, as the beneficial owner of the securities of the Issuer, holds such securities for investment purposes. Depending on the factors discussed herein, the Reporting Person may, from time to time, acquire, directly or indirectly, additional shares of common stock and other securities and/or retain and/or sell all or a portion of the shares of common stock and/or the Series B Preferred Stock and/or Series C Preferred Stock and/or Series D Preferred Stock after converting to common stock, held by the Reporting Person in the open market or in privately negotiated transactions. Any actions the Reporting Person might undertake will be dependent upon the Reporting Person’s review of numerous factors, including, among other things, the price levels of the common stock and , general market and economic conditions, ongoing evaluation of the Issuer's business, financial condition, operations and prospects; the relative attractiveness of alternative business and investment opportunities, and other future developments. Except as set forth above, the Reporting Person has no present plans or intentions which would result in or relate to any of the transactions described in subparagraphs (a) through (j) of Item 4 of Schedule 13D.

 

Item 5.  Interest in Securities of the Issuer.

 

(a) The Reporting Person has sole voting power over 1,237,363 shares of Common Stock and 2,535 shares of Series B Preferred Stock, convertible into 50,700,000 shares of Common Stock and 26,190 shares of Series C Preferred Stock, convertible into 523,796,184 shares of Common Stock and 8,577 shares of Series D Preferred Stock, convertible into 171,543,690 shares of Common Stock.  The total of these shares represent 28.5% of the total outstanding shares of Common Stock of the Company if all preferred shares were converted to common and all common due shareholders are issued.

 

 

(b) The Reporting Person is the beneficial owner of 1,387,363 shares of Common Stock and 2,535 shares of Series B Preferred Stock, convertible into 50,700,000 shares of Common Stock and 38,277 shares of Series C Preferred Stock, convertible into 765,548,269 shares of Common Stock and 8,577 shares of Series D Preferred Stock, convertible into 171,543,690 shares of Common Stock.  The total of these shares represent 37.8% of the total outstanding shares of Common Stock of the Company if all preferred shares were converted to common and all common due shareholders are issued.

 

(c)     Except as set forth in this Schedule 13D, the Reporting Person has not effected any transactions with respect to the shares of the Common Stock or Series B Preferred Stock or Series C Preferred Stock or Series D Preferred Stock during the past 60 days.

 

(d) No other person is known to the Reporting Person to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the shares of common stock or Series B Preferred Stock or Series C Preferred Stock or Series D Preferred Stock during covered by this Statement.

 

(e) Not applicable.

 

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.