COSM Cosmos Health Inc

CUSIP No. 221413206

1

NAMES OF REPORTING PERSONS

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

Grigorios Siokas 

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*

(a) ☐

(b) ☐

3

SEC USE ONLY

4

SOURCE OF FUNDS (See Instructions)

PF 

5

CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(D) OR 2(E)

☐

6

CITIZENSHIP OR PLACE OF ORGANIZATION

Greece

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

7

SOLE VOTING POWER

2,604,027

8

SHARED VOTING POWER

-0-

9

SOLE DISPOSITIVE POWER

2,604,027 

10

SHARED DISPOSITIVE POWER

-0-

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

2,604,027

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)

27.4%

14

TYPE OF REPORTING PERSON (See Instructions)

IN

Item 1. Security and Issuer:

Common Stock, $.001 par value

Cosmos Holdings, Inc., 141 West Jackson Boulevard, Suite 4326, Chicago, IL 60604

(a)

Grigorios Siokas

(b)

5AG Georgiou Str., Pilea, Thessaloniki J3TK 57001

(c)

CEO, Cosmos Holdings, Inc., 141 West Jackson Boulevard, Suite 4236, Chicago, IL 60604

(d)

No criminal proceedings to be disclosed

(e)

No civil proceedings to be disclosed

(f)

Greece

(a)

2,604,027 (27.4%) shares based on 7,761,208 shares issued and outstanding on December 19, 2022. All share and per share data reflect a 1 for 25 reverse stock split effected by the issuer on December 15, 2022.

(b)

Sole voting power and disposition power – 2,604,027 shares; includes 1,130,774 issued shares; 212,383 shares issuable upon exercise of Exchange Warrants issued on October 20, 2022, pursuant to a Warrant Exchange Agreement dated as of October 3, 2022; 500,000 shares issuable upon exercise of Series A Common Warrants exercisable at $3.00 per share sold pursuant to Registration Statements 333-267505 and 333-267917 (the “Registration Statements”); 500,000 shares issuable upon exercise of Series B Common Warrants exercisable at $3.00 per share sold pursuant to the Registration Statements; and 260,870 shares issuable upon exercise of Common Warrants exercisable at $11.50 per share sold pursuant to Registration Statement No. 333-267550 dated December 15, 2022 and the Prospectus Supplement contained therein dated December 21, 2022. The exercise of the Exchange Warrants, Series A Common Warrants and Series B Common Warrants are all subject to the Beneficial Ownership Limitation.

(c)

On December 19, 2022, Mr. Siokas entered into a Stock Purchase Agreement pursuant to which he purchased 260,870 shares of common stock and warrants to purchase 260,870 shares of common stock at a combined price of $11.50 per share, or an aggregate of approximately $3,000,000. The securities were purchased from the issuer pursuant to a registered direct offering and concurrent private placement priced at-the-market pursuant to Registration Statement No. 333-267550.

(d)

No person has the right to receive, or the power to direct the receipt of dividends from, or proceeds from, the sale of such securities.

(e)

Not applicable.

December 23, 2022

Dated

/S/ Grigorios Siokas

Signature:

Grigorios Siokas/Chief Executive Officer

Name/Title