SEC Form 3 · accession 0001733276-18-000001

Blockchain Industries, Inc. · BCII

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Patrick Moynihan

Officer — Chief Executive Officer · Director · 10% Owner

Period of report

Feb 27, 2018

Accepted (ET)

Mar 20, 2018 · 8:26 am EDT

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001084370

Table I — non-derivative securities

Security	Date	Code	Shares	A/D	Owned after	D/I	Nature of ownership
Common Stock, par value $0.001^F1,F2	holding	—	—	—	9,200,000	I	Santa Monica Trust
Common Stock, par value $0.001^F4	holding	—	—	—	200,000	I	Gretchen Moynihan - Daughter
Common Stock, par value $0.001^F4	holding	—	—	—	200,000	I	Rowan Moynihan - Son
Common Stock, par value $0.001^F4	holding	—	—	—	200,000	I	Sarah Moynihan - Daughter
Common Stock, par value $0.001^F4	holding	—	—	—	200,000	I	Joseph Moynihan - Son
Common Stock, par value $0.001^F3,F4	holding	—	—	—	200,000	I	Lisa Moynihan - Wife
Common Stock, par value $0.001^F4,F5	holding	—	—	—	100,000	I	Lisa Moynihan - Wife

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Warrants^F3,F4	$0.25	holding	—	—	—	Nov 29, 2017	Nov 28, 2020	Common Stock, par value $0.001	100,000	—	I

Explanation of responses

F1Mr. Moynihan may be deemed to be the record owner 9,200,000 shares through the irrevocable Santa Monica Trust, dated May 5, 2014 and is irrevocable. Premier Trust, Inc., a Nevada trust company, is the only trustee. The named beneficiaries of the trust are the descendants of Mr. Moynihan, his mother, Carol, his sister Caroline, his sister, Patricia, Martin, his brother, and Patrick and his wife, Lisa.
F2The Trustee has no power to distribute anything to Patrick or Lisa. All distributions, if any, to Mr. Moynihan or his wife, Lisa, are made by the Power of Appointment Committee, and only the Power of Appointment Committee. The Power of Appointment Committee consists of Mr. Moynihans mother, Carol, his sister, Patricia, and Christopher D. Hagood, Lisas brother, acting on behalf of Patricks son, Rowan P. Moynihan, a minor. As a result, there are 3 members of the Committee, none of whom are Mr. Moynihan or his wife. The Power of Appointment Committee operates by a majority vote of its 3 members. While Mr. Moynihan has the authority to remove Premier Trust, Inc., as trustee and substitute another independent person or entity, he cannot remove either beneficiaries or members of the Power of Appointment Committee.
F3The securities were purchased by Lisa Moynihan, Mr. Moynihans wife, in a subscription agreement with the Company.
F4The Reporting Person disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of the securities for purposes of Section 16 or for any other purpose.
F5The shares were granted to Lisa as compensation for services over a two-year period in the form of a restricted stock agreement. The shares vest at 25,000 shares on July 7, 2018, February 1, 2019, July 1, 2019, and February 1, 2020.