CUSIP
No. 71715X104
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Schedule
13-D/A
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Page
2 of 7 Pages
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1
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NAME
OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES
ONLY)
Nima Montazeri (1)
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2
(a)
(b)
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
☐
☐
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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 BOX 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
California
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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
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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
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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
0
|
12
|
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)
0%
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14
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TYPE
OF REPORTING PERSON*
IN
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(1)
Nima Montazeri is the President of Silver Rock Associates, Inc., and the General Partner of Brown Stone Capital, LP.
CUSIP
No. 71715X104
|
Schedule
13-D/A
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Page 3
of 7 Pages
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1
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NAME
OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES
ONLY)
Silver Rock Associates, Inc.(1)
|
2
(a)
(b)
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
☐
☐
|
3
|
SEC USE ONLY
|
4
|
SOURCE OF FUNDS*
WC
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) ☐
|
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
California
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
|
7
|
SOLE
VOTING POWER
|
8
|
SHARED
VOTING POWER
0
|
9
|
SOLE DISPOSITIVE POWER
|
10
|
SHARED
DISPOSITIVE POWER
0
|
11
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
|
12
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* ☐
|
13
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0%
|
14
|
TYPE
OF REPORTING PERSON*
CO
|
(1)
Nima Montazeri is the President of Silver Rock Associates, Inc., and the General Partner of Brown Stone Capital, LP.
CUSIP
No. 71715X104
|
Schedule
13-D/A
|
Page 4
of 7 Pages
|
|
|
1
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NAME
OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES
ONLY)
Brown Stone Capital, LP (1)
|
2
(a)
(b)
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
☐
☐
|
3
|
SEC USE ONLY
|
4
|
SOURCE OF FUNDS*
WC
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) ☐
|
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
California
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
|
7
|
SOLE
VOTING POWER
|
8
|
SHARED
VOTING POWER
0
|
9
|
SOLE DISPOSITIVE POWER
|
10
|
SHARED
DISPOSITIVE POWER
0
|
11
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* ☐
|
13
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0%
|
14
|
TYPE
OF REPORTING PERSON*
PN
|
(1)
Nima Montazeri is the President of Silver Rock Associates, Inc., and the General Partner of Brown Stone Capital, LP.
CUSIP No. 71715X104
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Schedule 13-D/A
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Page 5 of 7 Pages
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Item 1. Security and Issuer.
This Statement of Beneficial
Ownership on Schedule 13D/A (this “Statement”) relates to common shares of PharmaCyte Biotech, Inc. (the “Issuer”). The
address of the Issuer’s principal executive office is 23046 Avenida de la Carlota, Suite 600, Laguna Hills, CA 92653.
Item 2. Identity and Background.
(a)
This statement is being filed on behalf of Silver Rock Associates, Inc., a California corporation, Brown Stone Capital,
LP, a California limited partnership, and Nima Montazeri, the President of Silver Rock Associates, Inc., and the General Partner
of Brown Stone Capital, LP (each of the foregoing, a “Reporting Person” and collectively, the “Reporting Persons”).
(b) The address
of the Reporting Persons is 9663 Santa Monica Blvd., No. 1091, Beverly Hills, CA 90210.
(c) The principal
business of the Reporting Persons is that of making investments.
(d) During
the last five years, the Reporting Persons have not been convicted in a criminal proceeding (excluding traffic violations or similar
misdemeanors).
(e) During
the last five years, none of the Reporting Persons have been a party to a civil proceeding or a judicial or administrative body
of competent jurisdiction and as result of such proceeding 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.
(f) Silver
Rock Associates, Inc., and Brown Stone Capital, LP are organized under the laws of the state of California. Nima Montazeri
is a citizen of Canada, and is a permanent resident of the United States of America.
Item 3. Source and Amount of Funds or Other Consideration.
The aggregate purchase price of the
shares of common stock being reported for Silver Rock Associates, Inc., was $0. The aggregate purchase
price of the shares of common stock being reported for Brown Stone Capital, LP was $0. All cash paid was paid out of working
capital of Silver Rock Associates, Inc., and Brown Stone Capital, LP, respectively.
Item 4. Purpose of Transaction.
(a) The Common
Stock has been acquired by the Reporting Persons for investment purposes and was not acquired with the intent to change or influence
control of the Issuer or to participate in any transaction having that purpose or effect.
(b) –
(j) None.
CUSIP No. 71715X104
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Schedule 13-D/A
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Page 6 of 7 Pages
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Item 5. Interest in Securities of the Issuer.
(a) Silver
Rock Associates, Inc., beneficially owns 0 common shares, which equates to approximately 0% of the outstanding common
shares of the Issuer. Brown Stone Capital, LP beneficially owns 0 common shares, which equates to 0% of the outstanding common
shares of the Issuer. Nima Montazeri is the President of Silver Rock Associates, Inc., and the General Partner of Brown Stone
Capital, LP.
(b) Each
of the Reporting Persons may be deemed to share voting power and dispositive power with respect to the shares of common stock reported
on this Schedule 13-D, due to the fact that Nima Montazeri has voting and dispositive power over the shares held by both Silver
Rock Associates, Inc., and Brown Stone Capital, LP.
(c) During
the previous 60 days, Silver Rock Associates, Inc., has sold approximately 65,262,015 shares of the Issuer’s common stock. During
the previous 60 days, Brown Stone Capital, LP, has sold 30,000,000 shares of the Issuer’s common stock.
(d) No
person (other than the Reporting Persons) has the right to receive or the power to direct the receipt of distributions with respect
to, or the proceeds from the sale of, the Common Stock owned by the Reporting Persons.
(e) The Reporting
Persons ceased to be the beneficial owners of more than five percent of the common stock of the Issuer on June 19, 2020.
Item 6. Contracts, Arrangements, Understandings or
Relationships with Respect to Securities of the Issuer.
The responses set forth in Item 4 hereof are
incorporated by reference in their entirety.
There are no contracts, arrangements, understandings or relationships
among the persons named in Item 2 or between such persons and any other person with respect to any securities of PharmaCyte Biotech,
Inc.
Item 7. Material to be Filed as Exhibits.
None.
CUSIP No. 71715X104
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Schedule 13-D/A
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Page 7 of 7 Pages
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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.
Dated: July 29, 2020
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Silver Rock Associates, Inc.
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/s/ Nima Montazeri
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Name: Nima Montazeri
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Title: President
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Brown Stone Capital, LP
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/s/ Nima Montazeri
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Name: Nima Montazeri
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Title: General Partner
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Nima Montazeri
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/s/ Nima Montazeri
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Name: Nima Montazeri
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Attention. Intentional misstatements or omissions
of fact constitute Federal criminal violations (see 18 U.S.C. 1001).