Insider filing report for Changes in Beneficial Ownership
- Schedule 13G & 13D forms are used to report a party's ownership of stock which exceeds 5% of a company's total stock issue.
- Schedule 13G is a shorter version of Schedule 13D with fewer reporting requirements.
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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
SCHEDULE 13D
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO
RULE 13d-2(a)
BESPOKE EXTRACTS, INC.
(Name of Issuer)
COMMON STOCK, PAR VALUE $0.001 PER SHARE
(Title of Class of Securities)
08634Q109
(CUSIP Number)
Danil Pollack
c/o Bespoke Extracts, Inc.
323 Sunny Isles Blvd., Suite 700
Sunny Isles, FL 33160
855-633-3738
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
4/21/2020
(Date of Event Which Requires Filing of This Statement)
If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following box ☐.
Note. Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 13d-7(b) for other parties to whom copies are to be sent.
(Continued on following pages)
| CUSIP No. 08634Q109 | 13D |
| 1 | NAME OF REPORTING PERSONS
Danil Pollack |
|
| 2 | CHECK THE APPROPRIATE BOX IF MEMBER OF A GROUP | |
| (a) ☐ | ||
| (b) ☐ | ||
| 3 | SEC USE ONLY | |
| 4 | SOURCE OF FUNDS | |
| OO | ||
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) | ☐ |
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION | |
| United States |
| 7 | SOLE VOTING POWER | |
| 100,000,000 (1) | ||
| NUMBER OF | 8 | SHARED VOTING POWER |
| SHARES | ||
| BENEFICIALLY | 0 | |
| OWNED BY | 9 | SOLE DISPOSITIVE POWER |
| EACH REPORTING | ||
| PERSON WITH | 100,000,000 (1) | |
| 10 | SHARED DISPOSITIVE POWER | |
| 0 |
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | |
| 100,000,000 (1) | ||
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES | ☐ |
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) | |
| 47.5% * | ||
| 14 | TYPE OF REPORTING PERSON | |
| IN |
(1) Represents shares issuable upon exercise of right to purchase shares of common stock granted under employment agreement. The Reporting Person also owns 1 share of Series C Preferred Stock of the Issuer, which provides the Reporting Person with 51% of the voting power of the Issuer’s stockholders.
* Based on 110,389,621 shares of common stock outstanding as of April 21, 2020. Beneficial ownership is determined in accordance with Securities and Exchange Commission rules and generally includes voting or investment power with respect to securities, which are deemed outstanding and beneficially owned by such person for purposes of computing his or her percentage ownership.
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Item 1. Security and Issuer
This Schedule 13D relates to the common stock, par value $0.001 per share of Bespoke Extracts, Inc., a Nevada corporation (the “Issuer”), whose principal executive offices are located at 323 Sunny Isles Boulevard, Suite 700, Sunny Isles, FL 33160.
Item 2. Identity and Background.
(a) Danil Pollack (the “Reporting Person”) is an individual.
(b) The business address of Mr. Pollack is c/o Bespoke Extracts, Inc., at 323 Sunny Isles Boulevard, Suite 700, Sunny Isles, FL 33160.
(c) Mr. Pollack is the president and chief executive officer of the Issuer. Mr. Pollack also anticipates becoming a director of the Issuer, upon the Issuer’s meeting its information obligations under the Securities Exchange Act of 1934, as amended (the “Exchange Act”),
(d) Mr. Pollack has not, during the last five years, been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors).
(e) Mr. Pollack has not, during the last five years, been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, Federal or state securities laws or finding any violation with respect to such laws.
(f) Mr. Pollack is a citizen of the United States.
Item 3. Source and Amount of Funds or Other Consideration.
On April 21, 2020, Mr. Pollack was granted the right to purchase up to 100,000,000 shares of common stock of the Issuer for a period of six months at an exercise price of $0.001 per share pursuant to his employment agreement.
Item 4. Purpose of Transaction.
All of the Issuer’s securit ies owned by the Reporting Person have been acquired for investment purposes only. As set forth above, the Reporting Person is the president and chief executive officer of the Issuer and anticipates becoming director of the Issuer effective upon the Issuer meeting its information obligations under the Exchange Act. Except as set forth herein, the Reporting Person has no present plans or proposals that relate to or would result in any of the actions required to be described in subsections (a) through (j) of Item 4 of Schedule 13D. The Reporting Person may, at any time, review or reconsider his positions with respect to the Issuer and formulate plans or proposals with respect to any of such matters, but has no present intention of doing so. The Reporting Person has and may, and by nature of his affiliation may be deemed to have and may, in the capacity of an officer and director of the Issuer, from time to time review and have reviewed acquisition opportunities and opportunities for the Issuer to undertake fundamental changes in the business conducted or manner of undertaking the current business. The Reporting Person may, at any time, review or reconsider his positions with respect to the Issuer and formulate plans or proposals with respect to any of such matters, but except as described herein, he has no present intention of doing so.
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Item 5. Interest in Securities of the Issuer.
Mr. Pollack beneficially owns 100,000,000 shares of the Issuer’s common stock, which represent shares issuable upon exercise of the right to purchase shares granted to Mr. Pollack under his employment agreement. Such shares constitute approximately 47.5% of the Issuer’s outstanding common stock. Mr. Pollack also owns 1 share of the Issuer’s Series C Preferred Stock, which provides the holder with the 51% of the voting power of the Company’s stockholders.
Mr. Pollack has sole voting and dispositive power over 100,000,000 shares of the Issuer’s common stock.
Mr. Pollack has shared voting and dispositive power over 0 shares of the Issuer’s common stock.
On April 16, 2020, Mr. Pollack purchased 1 share of Series C Preferred Stock of the Issuer for a purchase price of $24,000.
On April 21, 2020, Mr. Pollack was granted the right to purchase up to 100,000,000 shares of the Issuer’s common stock for a purchase price of $0.001 per share, pursuant to his employment agreement.
Other than as reported in this Schedule 13D, the Reporting Person has effected no transactions in the shares of the Issuer during the past 60 days.
No persons other than the Reporting Person has the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the shares reported above in this Item 5.
Other than as set forth above, Mr. Pollack is not the beneficial owner of any other shares of the Issuer’s common stock.
Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer.
Other than as described herein, there are no contracts, arrangements, understandings or relationships (legal or otherwise) between the Reporting Person and any other person with respect to the shares.
Item 7. Material to be Filed as Exhibits.
None.
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SIGNATURES
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and accurate.
| April 30, 2020 | /s/ Danil Pollack |
| Danil Pollack |
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