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.
- Peter Lynch
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| SECURITIES AND EXCHANGE COMMISSION | |
| Washington, D.C. 20549 | |
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| SCHEDULE 13G | |
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| Under the Securities Exchange Act of 1934 |
| SUNHYDROGEN, INC | |
| (Name of Issuer) |
| Common Stock, $0.001 par value per share |
| (Title of Class of Securities) |
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| 86738R108 |
| (CUSIP Number) |
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| May 14, 2021 |
| (Date of Event Which Requires Filing of this Statement) |
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| Check the appropriate box to designate the rule pursuant to which this Schedule is filed: | ||
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| ☐ | Rule 13d-1(b) |
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| ☒ | Rule 13d-1(c) |
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| ☐ | Rule 13d-1(d) |
______________________________
*The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
| CUSIP No. 86738R108 | 13G | Page 2 of 5 Pages |
| 1 | NAME OF REPORTING PERSON
Thunderbolt Capital LLC |
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ☐ (b) ☐ |
| 3 | SEC USE ONLY
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| 4 | CITIZENSHIP OR PLACE OF ORGANIZATION
Nevada |
| NUMBER OF | 5 | SOLE VOTING POWER
237,899,928 | ||
| 6 | SHARED VOTING POWER
0 | |||
| 7 | SOLE DISPOSITIVE POWER
237,899,928 | |||
| 8 | SHARED DISPOSITIVE POWER
0 | |||
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
237,899,928 |
| 10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ☐ |
| 11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
6.3% |
| 12 | TYPE OF REPORTING PERSON
OO |
| CUSIP No. 86738R108 | 13G | Page 3 of 5 Pages |
| Item 1(a). | Name of Issuer. |
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| Sunhydrogen, Inc. (the "Issuer") |
| Item 1(b). | Address of Issuer's Principal Executive Offices. |
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| 10 E. Yanonali, Suite 36 Santa Barbara, CA 93101 |
| Item 2(a). | Name of Person Filing. |
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| This statement is filed by Thunderbolt Capital LLC. |
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| The reported securities are held in the account of Thunderbolt Capital LLC (the "Investor"). |
| Item 2(b). | Address of Principal Business Office. |
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| Thunderbolt Capital LLC 62 E Serene Ave Unit 215 Las Vegas NV 89123 |
| Item 2(c). | Place of Organization. |
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| Thunderbolt Capital LLC – Nevada |
| Item 2(d). | Title of Class of Securities. |
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| Common Stock, $0.001 par value per share |
| Item 2(e). | CUSIP Number. |
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| 86738R108 |
| CUSIP No. 86738R108 | 13G | Page 4 of 5 Pages |
| Item 3. | If this Statement is Filed Pursuant to §§ 240.13d-1(b) or 240.13d-2(b), or (c), check whether the Person Filing is a: | ||
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| (a) | ☐ | Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o); |
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| (b) | ☐ | Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c); |
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| (c) | ☐ | Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c); |
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| (d) | ☐ | Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8); |
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| (e) | ☐ | An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E); |
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| (f) | ☐ | An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F); |
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| (g) | ☐ | A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G); |
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| (h) | ☐ | A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C.1813); |
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| (i) | ☐ | A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3); |
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| (j) | ☐ | A non-U.S. institution in accordance with §240.13d-1(b)(1)(ii)(J); |
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| (k) | ☐ | Group, in accordance with §240.13d-1(b)(1)(ii)(K). |
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| If filing as a non-U.S. institution in accordance with Rule 13d-1(b)(1)(ii)(J), please specify the type of institution: _________________________ |
| Item 4. | Ownership. |
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| The information required by Items 4(a) – (c) is set forth in Rows (5) – (11) of the cover page for each Reporting Person hereto and is incorporated herein by reference for each such Reporting Person. The percentages set forth in this Schedule 13G are calculated based upon an aggregate of 3,773,916,454 shares of Common Stock outstanding as of May 17, 2021, as reported in the Issuer's Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2021 filed with the Securities and Exchange Commission on May 18, 2021. |
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| Item 5. | Ownership of Five Percent or Less of a Class. |
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| Not applicable. |
| Item 6. | Ownership of More Than Five Percent on Behalf of Another Person. |
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| The Investment Vehicle has the right to receive and the power to direct the receipt of dividends from, and the proceeds from the sale of 6.3% of the shares of Common Stock. |
| Item 7. | Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person. |
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| Not applicable. |
| Item 8. | Identification and Classification of Members of the Group. |
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| Not applicable. |
| Item 9. | Notice of Dissolution of Group. |
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| Not applicable. |
| Item 10. | Certification. |
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| By signing below each Reporting Person certifies that, to the best of his or its knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect. |
| CUSIP No. 86738R108 | 13G | Page 5 of 5 Pages |
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true, complete and correct.
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| THUNDERBOLT CAPITAL LLC | ||
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| Date: June 8, 2021 | By: | /s/ James Nelson |
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| Name: | James Nelson | |
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| Title: | Manager | |