Item 5.01 Changes in Control of Registrant
On March 26, 2019, the Company underwent
a change of control of ownership. Chaka Renee Mann, purchased 1,000,000 shares of the Company’s Series C Voting Preferred
Stock in exchange for $4,000.
The Company has 89,744,426 common shares
issued and outstanding. The issuance of 1,000,000 shares of Series C Voting Preferred Stock represents 84.8% of the Company’s
total voting stock.
SECURITY OWNERSHIP OF BENEFICIAL OWNERSHIP AND MANAGEMENT
The following table presents information, to
the best of our knowledge, about the ownership of our common stock on March 27, 2019 relating to those persons known to beneficially
own more than 5% of our capital stock and by our named executive officers and directors.
Beneficial ownership is determined in accordance
with the rules of the U. S. Securities and Exchange Commission and does not necessarily indicate beneficial ownership for any other
purpose. Under these rules, beneficial ownership includes those shares of common stock over which the stockholder has sole or shared
voting or investment power. It also includes shares of common stock that the stockholder has a right to acquire within 60-days
after March 27, 2019 pursuant to options, warrants, conversion privileges or other right.
The percentage ownership of the outstanding
common stock, however, is based on the assumption, expressly required by the rules of the U. S. Securities and Exchange Commission,
that only the person or entity whose ownership is being reported has converted options or warrants into shares of Ameritek Ventures’
common stock.
Shares Beneficially Owned
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% of Total
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Common
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Voting Preferred
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Voting
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Name of Beneficial Owner
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Shares
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%
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Shares
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%
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Power
(1)
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Named Executive Officers and Directors:
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Clinton L. Stokes (2)
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19,770,000
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22.0
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%
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-
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3.4
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%
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All executive officers and directors as a group (1 person)
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19,770,000
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22.0
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%
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-
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3.4
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%
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Other 5% Stockholders
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Mark Cole (3)
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5,100,000
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5.6
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%
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-
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0%
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Chaka Renee Mann (4)
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-
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0
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%
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1,000,000
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100
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%
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84.8
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%
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(1) Percent
of Class based on 89,744,426 shares issued and outstanding.
Percentage of total voting power
represents voting power with respect to all shares of our common stock (89,744,426 issued and outstanding) and Preferred Voting
stock (1,000,000 shares issued and outstanding), as a single class. The holders of our Preferred Voting Stock are entitled to five
hundred votes per share, and holders of our common stock are entitled to one vote per share. The 1,000,000 preferred shares have
voting rights equal to 500,000,000 common shares. Percentage of Total Voting Power is calculated based on an aggregate of 589,744,426
(89,744,426 common + 500,000,000 Preferred Voting Rights) shares issued and outstanding.
(2)
Clinton L. Stokes, 1980 Festival Plaza Drive, Suite 530, Las Vegas, NV 89135
,
is the beneficial owner of these shares.
(3)
Mark Cole,
9788 Gilespie St., Unit 400, Las Vegas, NV
89113,
is the beneficial owner of these shares.
(4) Chaka Renee
Mann, 9121 Sepulveda Blvd., Unit 506, North Hills, CA 91343
.
We believe that all persons named have
full voting and investment power with respect to the shares indicated, unless otherwise noted in the table. Under the rules of
the Securities and Exchange Commission, a person (or group of persons) is deemed to be a "beneficial owner" of a security
if he or she, directly or indirectly, has or shares the power to vote or to direct the voting of such security, or the power to
dispose of or to direct the disposition of such security. Accordingly, more than one person may be deemed to be a beneficial owner
of the same security. A person is also deemed to be a beneficial owner of any security, which that person has the right to acquire
within 60 days, such as options or warrants to purchase our common stock.