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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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. __)*
| Okmin Resources, Inc. |
| (Name of Issuer) |
| Common Stock |
| (Title of Class of Securities) |
| 67921K100 |
| (CUSIP Number) |
| November 8, 2022 |
| (Date of Event Which Requires Filing of this Statement) |
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
☐ Rule 13d-1(b)
☒ Rule 13d-1(c)
☐ 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 and Exchange Act of 1934 (the “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. 67921K100 | 13G | Page 2 of 5 Pages |
| 1 | NAME OF REPORTING PERSONS | ||
| Roy Mansano | |||
| 2 | CHECK THE APPROPRIATE BOX IF MEMBER OF A GROUP | ||
|
(a) ☐ | |||
| (b) ☐ | |||
| 3 | SEC USE ONLY | ||
| 4 | CITIZENSHIP OR PLACE OF ORGANIZATION | ||
| USA | |||
| 5 | SOLE VOTING POWER | ||
| 14,083,778 | |||
| NUMBER OF | 6 | SHARED VOTING POWER | |
| SHARES | |||
| BENEFICIALLY | 0 | ||
| OWNED BY | 7 | SOLE DISPOSITIVE POWER | |
| EACH REPORTING | |||
| PERSON WITH | 14,083,778 | ||
| 8 | SHARED DISPOSITIVE POWER | ||
| 0 | |||
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | ||
| 14,083,778 | |||
| 10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES | ||
|
☐ | |||
| 11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) | ||
| 11.81% | |||
| 12 | TYPE OF REPORTING PERSON | ||
|
IN | |||
| CUSIP No. 67921K100 | 13G | Page 3 of 5 Pages |
Item 1. Security and Issuer.
| (a) | Name of Issuer: |
Okmin Resources, Inc.
|
(b) |
Address of Issuer: |
16501 Ventura Blvd., Suite 400, Encino, California 91436
Item 2. Identity and Background.
| (a) | Name of Person Filing: |
| Roy Mansano | |
| (b) | Address of Principal Business Office or, if none, Residence: |
5343 Ostrom Avenue, Encino, California 91316 | |
| (c) | Citizenship or Place of Organization: |
| USA | |
| (d) | Title of Class of Securities: |
| Common Stock | |
| (e) | CUSIP Number: |
| 67921K100 |
Item 3.
Not applicable.
| CUSIP No. 67921K100 | 13G | Page 4 of 5 Pages |
Item 4. Ownership.
Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.
| (a) | Amount beneficially owned: 14,083,778 shares |
| (b) | Percent of class: 11.81% This percentage was calculated based on a total of 109,370,000 shares of Common Stock outstanding as of November 5, 2022 and takes into account that (i) 7,375,334 shares beneficially owned by the reporting person were shares that the reporting person had a right to acquire by converting the outstanding loan amount (the “Loan Amount”) under a 10% Convertible Loan to the issuer (the “Loan”), and (ii) 2,458,444 shares beneficially owned by the reporting person were shares that the reporting person had a right to acquire by exercising warrants that the reporting person would acquire from the issuer upon conversion of the Loan Amount. The reporting person beneficially owned 3,000,000 shares directly and beneficially owned all the other reported shares indirectly through Roy Mansano MD APMC. |
| (c) | Number of shares as to which the person has: |
| (i) | Sole power to vote or to direct the vote: 14,083,778 |
| (ii) | Shared power to vote or to direct the vote: 0 |
| (iii) | Sole power to dispose or to direct the disposition of: 14,083,778 |
| (iv) | Shared power to dispose or to direct the disposition of: 0 |
| Item 5. |
Ownership of Five Percent or Less of a Class.
If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following ☐ |
| Item 6. | Ownership of More than Five Percent on Behalf of Another Person. |
Not applicable.
| Item 7. | Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person. |
Not applicable.
| Item 8. | Identification and Classification of Members of the Group. |
Not applicable.
| Item 9. | Notice of Dissolution of Group. |
Not applicable.
| Item 10. |
Certifications.
|
Not applicable.
| CUSIP No. 67291K100 | 13G | Page 5 of 5 Pages |
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 correct.
| February 14, 2023 | By: | /s/ Roy Mansano |
| Roy Mansano | ||