Statement of Changes in Beneficial Ownership (4)
October 05 2022 - 06:06PM
Edgar (US Regulatory)
FORM 4
[ ] Check this box if no longer subject to Section
16. Form 4 or Form 5 obligations may continue. See
Instruction 1(b).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL
OWNERSHIP OF SECURITIES
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OMB
APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response... 0.5 |
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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 * Klatsky Brian
Lance |
2. Issuer Name and Ticker or Trading
Symbol Descrypto Holdings, Inc. [ DSRO ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)__X__
Director __X__
10% Owner
__X__ Officer (give title
below) _____ Other
(specify below)
President, OpenLocker Inc. |
(Last)
(First)
(Middle)
C/O 625 N. FLAGLER DRIVE, SUITE 600 |
3. Date of Earliest Transaction (MM/DD/YYYY)
5/31/2022
|
(Street)
WEST PALM BEACH, FL 33401
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
|
6. Individual or Joint/Group Filing
(Check Applicable Line) _X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person |
Table I - Non-Derivative Securities Acquired, Disposed of, or
Beneficially Owned
|
1.Title of Security
(Instr. 3) |
2. Trans. Date |
2A. Deemed Execution Date, if any |
3. Trans. Code
(Instr. 8) |
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) |
5. Amount of Securities Beneficially Owned Following
Reported Transaction(s)
(Instr. 3 and 4) |
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4) |
7. Nature of Indirect Beneficial Ownership (Instr.
4) |
Code |
V |
Amount |
(A) or (D) |
Price |
Common Stock, par value
$0.0001 |
5/31/2022 |
|
J(1) |
|
3927113 |
A |
$0.00 (1) |
3927113 |
D |
|
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible
securities)
|
1. Title of Derivate Security
(Instr. 3) |
2. Conversion or Exercise Price of Derivative
Security |
3. Trans. Date |
3A. Deemed Execution Date, if any |
4. Trans. Code
(Instr. 8) |
5. Number of Derivative Securities Acquired (A) or
Disposed of (D)
(Instr. 3, 4 and 5) |
6. Date Exercisable and Expiration Date |
7. Title and Amount of Securities Underlying
Derivative Security
(Instr. 3 and 4) |
8. Price of Derivative Security
(Instr. 5) |
9. Number of derivative Securities Beneficially
Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct
(D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr.
4) |
Code |
V |
(A) |
(D) |
Date Exercisable |
Expiration Date |
Title |
Amount or Number of Shares |
Series A Preferred Stock (2) |
$0 |
10/5/2022 |
|
A (3) |
|
3000 |
|
5/10/2022 |
(2) |
Common Stock, par value
$0.0001 |
3000000 (2) |
$0.67 (3) |
3000 (3) |
D |
|
Explanation of
Responses: |
(1) |
Pursuant to the terms of the
Share Exchange Agreement by and among the issuer, OpenLocker Inc.
("OpenLocker"), the stockholders of OpenLocker, and Mr. Klatsky,
the issuer issued 3,927,113 shares of the issuer's common stock to
Mr. Klatsky. |
(2) |
Each share of Series A
preferred stock is convertible into 1,000 shares of the issuer's
common stock at any time at the election of the holder. |
(3) |
On October 5, 2022, the
issuer entered into a Subscription Agreement by and between the
issuer and Mr. Klatsky pursuant to which Mr. Klatsky purchased
3,000 shares of Series A preferred stock for an aggregate purchase
price of $2,000. |
Remarks:
Brian Klatsky is President of OpenLocker Inc., an operating company
and wholly owned subsidiary of the Issuer. |
Reporting
Owners
|
Reporting Owner Name / Address |
Relationships
|
Director |
10% Owner |
Officer |
Other |
Klatsky Brian Lance
C/O 625 N. FLAGLER DRIVE
SUITE 600
WEST PALM BEACH, FL 33401 |
X |
X |
President, OpenLocker Inc. |
|
Signatures
|
/s/ Brian Klatsky |
|
10/5/2022 |
**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 4(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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