SEC Form 4 · accession 0001213900-15-005575
GD Culture Group Ltd · GDC
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
Zhong Hui Holding Ltd
10% Owner
Qi Zhang
Officer — Chairman of Board of Directors · Director · 10% Owner
Period of report
Jul 29, 2015
Accepted (ET)
Jul 31, 2015 · 12:00 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001641398
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Jul 29, 2015 | P | 3,250,000 | $10.00 | A | 4,420,562 | I | See Footnote |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1These shares are underlying units (each unit consisting of one share of common stock and one warrant to purchase one-half of one share of common stock) held by Zhong Hui Holding Limited ("ZHHL"), of which, (i) 3,000,000 shares (underlying such units) were acquired in connection with the Issuer's initial public offering and (ii) 250,000 shares (underlying such units) were acquired pursuant to a certain Unit Subscription Agreement dated as of May 4, 2015, by and among ZHHL and the Issuer.
- F2Qi Zhang, the Chairman of the Issuer, is the sole owner of ZHHL, may be deemed the beneficial owner of the securities held by ZHHL and has sole voting and dispositive control over such securities.