Initial Statement of Beneficial Ownership (3)
March 31 2022 - 11:20AM
Edgar (US Regulatory)
FORM 3
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0104
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
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PATRIZIO PAUL |
2. Date of Event Requiring Statement (MM/DD/YYYY)
2/24/2022
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3. Issuer Name and Ticker or Trading Symbol
CREATIVE LEARNING Corp [CLCN]
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(Last)
(First)
(Middle)
90 WASHINGTON VALLEY ROAD |
4. Relationship of Reporting Person(s) to Issuer (Check all applicable)
__X__ Director ___X___ 10% Owner _____ Officer (give title below) _____ Other (specify below)
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(Street)
BEDMINSTER, NJ 07921
(City)
(State)
(Zip)
| 5. If Amendment, Date Original Filed(MM/DD/YYYY)
| 6. Individual or Joint/Group Filing(Check Applicable Line)
___ Form filed by One Reporting Person
_X_ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Beneficially Owned
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1.Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 4) | 2. Date Exercisable and Expiration Date (MM/DD/YYYY) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) |
Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Series A Convertible Preferred Stock | (1) | (1) | Common Stock | 10184912 (2) | (1) | I (3) | AEP Holdings, LLC |
Explanation of Responses: |
(1) | Each share of Series A Convertible Preferred Stock has no expiration date, and is convertible immediately into 33.94971 shares of common stock at the option of the holder, and mandatorily at the option of the company under certain circumstances. Each share of Series A Convertible Preferred Stock is entitled to receive dividends and vote on an "as converted" basis with the common stock. |
(2) | Based on 300,000 shares of Series A Convertible Preferred Stock owned by AEP Holdings, LLC. |
(3) | Paul Patrizio is the manager of AEP Holdings, LLC, and has voting control over shares owned by AEP Holdings, LLC, and may be deemed to have indirect beneficial ownership of all or a portion of the securities owned directly by AEP Holdings, LLC, but disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
PATRIZIO PAUL 90 WASHINGTON VALLEY ROAD BEDMINSTER, NJ 07921 | X | X |
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AEP Holdings LLC 1 WHITE BUCK RUN WARREN, NJ 07059 |
| X |
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Signatures
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/s/ Paul Patrizio, Individually | | 3/31/2022 |
**Signature of Reporting Person | Date |
/s/ Paul Patrizio, as Manager of AEP Holdings, LLC | | 3/31/2022 |
**Signature of Reporting Person | Date |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. |
* | If the form is filed by more than one reporting person, see Instruction 5(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
Note: | File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. |
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. |
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