Amended Statement of Changes in Beneficial Ownership (4/a)
December 09 2020 - 7:34AM
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).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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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
*
KAISER RICHARD KAISER |
2. Issuer Name and Ticker or Trading Symbol
BIOFORCE NANOSCIENCES HOLDINGS, INC.
[
BFNH
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director __X__ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
CFO |
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(Last)
(First)
(Middle)
3419 VIRGINIA BEACH BLVD, UNIT 252 |
3. Date of Earliest Transaction
(MM/DD/YYYY)
12/4/2020 |
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(Street)
VIRGINIA BEACH, VA 23452
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
12/7/2020 |
6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security
(Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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| Common Stock | 12/4/2020 | | A(1) | | 3000000 (1) | A | $0.001 | 5050000 | D | |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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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 |
| Convertible Preferred 'A' | $0.001 | 12/4/2020 | | M (1) | | | 500000 (1) | 12/31/2020 | 12/31/2040 | Common Stock | 3000000 (1) | $0.001 | 0 | D | |
| Explanation of Responses: |
| (1) | On December 4, 2020, BioForce Nanosciences Holdings, Inc. (The "Company" or the "Registrant") issued 3,000,000 shares of its common stock to the reporting individual in exchange for 500,000 shares of its Preferred Series 'A' shares. These shares were issued pursuant to an exemption from registration provided by Section 4(2) of the Securities Act of 1933. The issuance was not a public offering as defined in Section4(2)due to the limited number of persons that received the shares, and the matter of the issuances. In addition, the transferee of the common stock represented that they had the necessary investment intent as required by Section 4(2) and agreed to receive shares containing a legend that states the securities were restricted pursuant to Rule 144 of the Securities Act. |
Remarks:
This amendment No. 2 on FORM 4/A is being filed to fix TABLE II, column #5 whereas the "Number of Derivate Securities" was marked wrongly as being "Acquired" on both the original FORM 4 and The amendment No. 1 of FORM 4/A. The reporting individual "Disposed" of 500,000 shares which is now the correct designation on this FORM 4/A No. 2 filing. |
Reporting Owners
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| Reporting Owner Name / Address | Relationships |
| Director | 10% Owner | Officer | Other |
KAISER RICHARD KAISER
3419 VIRGINIA BEACH BLVD, UNIT 252
VIRGINIA BEACH, VA 23452 | X | X | CFO |
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Signatures
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| /s/ Richard Kaiser | | 12/9/2020 |
| **Signature of Reporting Person | Date |
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