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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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON D.C.
SCHEDULE 13D
Under the Securities Exchange Act of 1934
Fast Track Solutions, INC.
| (Name of Issuer) |
|
Common Stock, par value $0.0001 per share |
| (Title of Class of Securities) |
|
31188W108 |
| (CUSIP Number) |
|
Ian James 1349 East Broad Street Columbus, OH 43205 Phone: +1 (614) 368-9898 |
|
(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) |
|
July 30, 2021 |
| (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 that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-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 §240.13d-7 for other parties to whom copies are to be sent.
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 disclosures provided in a prior cover page.
The information required on 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, as amended (“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. Common Stock: 31188W108 | SCHEDULE 13D |
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1
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NAME OF REPORTING PERSON
Ian James
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a) [ ] (b) [ ] | ||
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3
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SEC USE ONLY | ||
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4
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SOURCE OF FUNDS (SEE INSTRUCTIONS)
AF
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5
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CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(D) OR 2(E) ☐
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
United States
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| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
7
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Sole Voting Power 0 Shares of Common Stock (1) 350,000 Shares of Preferred Series A Stock (1)
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8
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Shared Voting Power – 0 | ||
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9
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Sole Dispositive Power 0 Shares of Common Stock (1) 350,000 Shares of Preferred Series A Stock (1)
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10
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Shared Dispositive Power – 0 | ||
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0 Shares of Common Stock (1) 350,000 Shares of Preferred Series A Stock (1)
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12
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CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) ☐ | ||
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13
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PERCENTAGE OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Preferred Series A Stock: 50%1 | ||
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14
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
IN | ||
| 1. | As of the date of this report, the Company has 359,996,332 shares of Common Stock, $0.0001 par value, and 700,000 shares of Series A Preferred Stock, $0.0001 par value, issued and outstanding. Each one share of Series A Preferred Stock has voting rights equal to one thousand (1,000) votes of Common Stock. Shares of Series A Preferred Stock have no conversion rights. |
| CUSIP No. Common Stock: 31188W108 | SCHEDULE 13D |
SCHEDULE 13D
This Schedule 13D (the “Schedule 13D”) is being filed on behalf of Ian James.
The “Reporting Person” is Ian James. This 13D relates to shares of Common Stock, par value $0.0001 per share, and shares of Preferred Series A Stock of Fast Track Solutions, Inc., a Nevada corporation (the “Company”).
Item 1. Security and Issuer.
The security or securities upon which this report is based is the Common and Preferred Series A Stock, par value $0.0001 per share of Fast Track Solutions, Inc., a Nevada Corporation, with its principal place of business located at 1349 East Broad Street Columbus, OH, 43205.
Item 2. Identity and Background.
| (a) | This Schedule 13D is being filed by (i) Ian James. |
| (b) | The address of the Reporting Person is 1349 East Broad Street Columbus, OH, 43205. |
| (c) |
Ian James, age 55, attended Ohio University from 1984 to 1999 where he obtained a Bachelor of Arts. Mr. James was appointed as President at Green Light Acquisitions, a Cannabis and Hemp investment holding company, where his responsibilities were comprised of providing the Company's strategic vision and development leadership in mergers and acquisitions. He has held this position from June 2014 to the present. In August of 2019, Ian organized the CBD Idea Factory, which became The Ideation Lab in January 2020. Ian has served as the CBD Idea Factory and The Ideation Lab’s Chief Executive Officer from the two companies’ inception until today. From 1995 to 1996, Ian served as Merv Griffin’s Corporate Community and Governmental Relations executive, working in the highly regulated gaming industry. In February 2016, Politico magazine named Ian one of the United States' most influential political thought leaders. Ian has served as a Board Member of the Ohio Center for Journalism since August 2020. |
| (d) | During the last five (5) years, the Reporting Person has not been convicted in a criminal proceeding (excluding violations or similar misdemeanors). |
| (e) | During the last five (5) years, the Reporting Person has not 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 judgement, 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) | Ian James is a United States Citizen. |
Item 3. Source or Amount of Funds or Other Consideration.
On July 19, 2021, Fast Track Solutions, Inc., a Nevada Corporation (the “Company”), entered into a Share Purchase Agreement (the “Agreement”) by and among CRS Consulting, LLC, a Wyoming Limited Liability Company (“CRS”), Green Ohio Ventures, LLC, an Ohio Limited Liability Company (“GOHV”), Ian James, and Stephen Letourneau, pursuant to which, on July 30, 2021 (“Closing Date”), CRS sold 700,000 shares of the Company’s Series A Preferred Stock and 250,000,000 shares of Common Stock, representing approximately 89.62% voting control of the Company; 350,000 shares of Series A Preferred Stock were transferred to Ian James, 350,000 shares of Series A Preferred Stock were transferred to Stephen Letourneau, and 250,000,000 shares of Common Stock were transferred to GOHV. The aforementioned purchasers, collectively, paid consideration of three hundred thirty-five thousand dollars ($335,000) (the “Purchase Price”). The consummation of the transactions contemplated by the Agreement resulted in a change in control of the Company, with Ian James, Stephen Letourneau and GOHV becoming the Company’s largest controlling stockholders.
Ian James used affiliate funds to acquire the 350,000 shares of Preferred Series A Stock pursuant to the above transaction.
Note: Individually, Stephen Letourneau and Ian James each retain approximately 42.06% of the membership interests of GOHV.
Item 4. Purpose of Transaction.
On July 19, 2021, Fast Track Solutions, Inc., a Nevada Corporation (the “Company”), entered into a Share Purchase Agreement (the “Agreement”) by and among CRS Consulting, LLC, a Wyoming Limited Liability Company (“CRS”), G reen Ohio Ventures, LLC, an Ohio Limited Liability Company (“GOHV”), Ian James, and Stephen Letourneau, pursuant to which, on July 30, 2021 (“Closing Date”), CRS sold 700,000 shares of the Company’s Series A Preferred Stock and 250,000,000 shares of Common Stock, representing approximately 89.62% voting control of the Company; 350,000 shares of Series A Preferred Stock were transferred to Ian James, 350,000 shares of Series A Preferred Stock were transferred to Stephen Letourneau, and 250,000,000 shares of Common Stock were transferred to GOHV. The aforementioned purchasers, collectively, paid consideration of three hundred thirty-five thousand dollars ($335,000) (the “Purchase Price”). The consummation of the transactions contemplated by the Agreement resulted in a change in control of the Company, with Ian James, Stephen Letourneau and GOHV becoming the Company’s largest controlling stockholders.
The consummation of the transactions contemplated by the Agreement resulted in a change in control of the Company, with GOHV, Ian James, and Stephen Letourneau, becoming the Company’s largest controlling stockholders having approximately 80.20% combined voting control over the Company. Individually, Stephen Letourneau and Ian James each retain approximately 42.06% of the membership interests of GOHV.
Pursuant to the Agreement, on July 30, 2021, Mr. Jeffrey DeNunzio resigned as the Company’s Chief Executive Officer, Chief Financial Officer, President, Secretary, Treasurer, and Director. Mr. DeNunzio’s resignation as a Director is to be effective upon the 10th day after the mailing of the Company’s information statement on Schedule 14f-1 to the Company’s stockholders.
On July 30, 2021, Mr. Ian James was appointed as the Company’s Chief Executive Officer, Chief Financial Officer, President, Secretary, Treasurer, and Chairman of the Board of Directors. The appointment of Ian James as Chairman of the Board of Directors is to be effective upon the 10th day after the mailing of the Company’s information statement on Schedule 14f-1 to the Company’s stockholders.
Additionally, on the Closing Date, Mr. Stephen Letourneau was appointed Director. His appointment as Director is to be effective upon the 10th day after the mailing of the Company’s information statement on Schedule 14f-1 to the Company’s stockholders.
The purpose of the acquisition of the Shares was to acquire control of the Company, which at that time was, and on the date hereof is, a shell company as defined in Rule 12b-2 of the Exchange Act with no operating business. The Reporting Person is exploring various business opportunities with respect to the Company.
Except to the extent provided in this Statement, none of the Reporting Persons have any current plans or proposals that relate to, or could result in any of the matters referred to in paragraphs (a) through (j) inclusive, of Item 4 of Schedule 13D. The Reporting Persons may, at any time and from time to time, review or reconsider their positions and/or change their purposes and/or formulate plans or proposals with respect thereto.
Item 5. Interest in Securities of the Issuer.
The aggregate percentage of Common Stock and Preferred Stock owned by the Reporting Person is based on 359,996,332 shares of Common Stock, $0.0001 par value, and 700,000 shares of Series A Preferred Stock, $0.0001 par value, issued and outstanding. Each one share of Series A Preferred Stock has voting rights equal to one thousand (1,000) votes of Common Stock. Shares of Series A Preferred Stock have no conversion rights.
| (A) | Ian James |
| a. | Aggregate number of shares beneficially owned: 350,000 shares of Preferred Series A Stock. |
Percentage of Class:
Preferred: 50.00%
| b. | Sole power to vote or direct vote: 350,000 shares of Preferred Series A Stock. |
Shared power to vote or to direct vote: 0
Sole power to dispose or to direct disposition: 350,000 shares of Preferred Series A Stock.
Shared power to dispose or to direct disposition: 0
| c. | Ian James has not effected any transactions in Common or Preferred Stock during the past 60 days, except as described in this Statement. |
Additional Note: Individually, Stephen Letourneau and Ian James each retain approximately 42.06% of the membership interests of GOHV. GOHV retains ownership of 250,000,000 shares of Common Stock of Fast Track Solutions, Inc.
Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer.
Except as described in this Statement, there are no contracts, arrangements, understandings, or relationships other than as disclosed among the persons named in Item 2 hereof and any other person, with respect to the securities of the Company.
Item 7. Material to be Filed as Exhibits.
Exhibit No. Description
| 1 | Share Purchase Agreement between Fast Track Solutions, Inc., CRS Consulting, LLC, Green Ohio Ventures, LLC, Ian James and Stephen Letourneau dated July 19, 2021. * |
* Filed as an exhibit to Form 8-K by Fast Track Solutions, Inc. on August 4, 2021 and incorporated herein by reference.
SIGNATURES
After reasonable inquiry and to the best of their knowledge and belief, the undersigned certify that the information set forth in this statement is true, complete, and correct.
| Dated: August 9, 2021 |
By: /s/ Ian James Name: Ian James
| |