Amended Statement of Beneficial Ownership (sc 13d/a)
March 23 2018 - 6:05AM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE
COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
(Rule 13d-101)
INFORMATION TO BE INCLUDED
IN STATEMENTS FILED PURSUANT
TO § 240.13d-1(a)
AND AMENDMENTS THERETO FILED PURSUANT TO
§ 240.13d-2(a)
(Amendment No. 4)
1
Creative Learning Corporation
(Name
of Issuer)
Common
Stock, par value $0.0001 per share
(Title of Class of Securities)
22529R106
(CUSIP Number)
Blake
Furlow
2110 N Westgate
Boise, ID 83704
(208) 724-7443
(Name, Address and Telephone Number of Person
Authorized to Receive Notices
and Communications)
March 20, 2018
(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 §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-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
§ 240.13d-7 for other parties to whom copies are to be sent.
1
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.
The information required
on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities
Exchange Act of 1934 (“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
).
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1
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NAME OF REPORTING PERSON
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BLAKE FURLOW
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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
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PF
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5
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
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☐
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
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U.S.A
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NUMBER OF
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7
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SOLE VOTING POWER
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SHARES
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BENEFICIALLY
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1,985,558*
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OWNED BY
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8
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SHARED VOTING POWER
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EACH
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REPORTING
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- 0 -
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PERSON WITH
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9
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SOLE DISPOSITIVE POWER
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1,985,558*
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10
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SHARED DISPOSITIVE POWER
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- 0 -
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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1,985,558*
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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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☐
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13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
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16.4%*
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14
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TYPE OF REPORTING PERSON
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IN
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* Represents (i) 1,934,529 shares of Common Stock held in the name
of Blake Furlow, which includes 10,000 shares of Common Stock to be acquired pursuant to the Letter Agreement (defined in Item
4) and (ii) 51,029 shares of Common Stock held in the name of Anik Furlow.
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1
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NAME OF REPORTING PERSON
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ANIK FURLOW
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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
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PF
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5
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
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☐
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
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USA
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NUMBER OF
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7
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SOLE VOTING POWER
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SHARES
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BENEFICIALLY
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1,985,558*
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OWNED BY
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8
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SHARED VOTING POWER
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EACH
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REPORTING
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- 0 -
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PERSON WITH
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9
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SOLE DISPOSITIVE POWER
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1,985,558*
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10
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SHARED DISPOSITIVE POWER
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- 0 -
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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1,985,558*
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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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☐
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13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
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16.4%*
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14
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TYPE OF REPORTING PERSON
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IN
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* Represents (i) 1,934,529 shares of Common Stock held in the name
of Blake Furlow, which includes 10,000 shares of Common Stock to be acquired pursuant to the Letter Agreement (defined in Item
4) and (ii) 51,029 shares of Common Stock held in the name of Anik Furlow.
The following constitutes
Amendment No. 4 (“Amendment No. 4”) to the Schedule 13D filed by the undersigned. This Amendment No. 4 amends the Schedule
13D as specifically set forth herein.
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Item 3.
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Source and Amount of Funds or Other Consideration
.
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Item 3 is hereby
amended and restated to read as follows:
The aggregate purchase
cost of the 1,985,558 shares of Common Stock owned by the Reporting Persons is approximately $339,213, excluding brokerage commissions.
Such shares of Common Stock were acquired with personal funds.
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Item 4.
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Purpose of Transaction.
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Item 4 is hereby amended
to add the following:
Mr. Furlow entered
into a letter agreement (the “Letter Agreement”) with FranVentures LLC, a Florida limited liability company (the “Seller”),
on March 13, 2018, to purchase shares of Common Stock. Pursuant to the Letter Agreement, on March 20, 2018 (the “Closing
Date”), Mr. Furlow purchased 948,429 shares of Common Stock, at a purchase price of $0.14 per share, and an aggregate price
of approximately $132,780. As the date hereof, the Seller has not delivered 10,000 of 948,429 shares of Common Stock, but such
shares are expected to be delivered as soon as practicable and accordingly such shares have been included in the Reporting Persons
beneficial ownership. The Letter Agreement also includes certain representations and warranties, customary for securities purchase
agreements of this nature.
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Item 5.
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Interest in Securities of the Issuer
.
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Items 5(a) – (c) are hereby amended
and restated to read as follows:
(a) The
aggregate percentage of Common Stock reported owned by each person named herein is based upon 12,090,161 shares of Common Stock
outstanding as of February 7, 2018, which is the total number of Shares outstanding as reported in the Issuer’s Quarterly
Report on Form 10-Q filed with the Securities and Exchange Commission on February 15, 2018.
As of the close of
business on March 22, 2018, the Reporting Persons beneficially owned 1,985,558 shares of Common Stock, constituting approximately
16.4% of the Common Stock outstanding.
(b) The
Reporting Persons have the sole power to vote and the sole power to dispose of each of 1,985,558 shares of Common Stock which they
may be deemed to beneficially own.
(c) Except
as set forth herein, there have been no other transactions in Issuer’s securities during the past 60 days. In addition to
the shares purchased by the Reporting Persons in the past 60 days since the last 13D/A filed by the Reporting Persons, Blake Furlow
also received 7,000 shares of Common Stock in December 2017 in connection with a loan he made to the Company.
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Item 6.
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Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer
.
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Item 6 is hereby amended
to add the following:
Mr. Furlow entered
into the Letter Agreement, as defined and described in Item 4, which is incorporated herein by reference.
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Item 7.
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Material to be Filed as Exhibits
.
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99.1
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Joint Filing Agreement, dated March 22, 2018.
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SIGNATURES
After reasonable inquiry and to the best
of his knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true, complete
and correct.
Dated: March 22, 2018
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/s/ Blake Furlow
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BLAKE FURLOW
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/s/ Anik Furlow
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ANIK FURLOW
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SCHEDULE A
Transactions in the Shares in the last 60
days
Type of Security
|
Securities
Purchased / (Sold)
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Price Per
Share($)
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Date of
Purchase / Sale
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Common Stock
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948,429
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0.14
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03/20/2018
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