Page 5 of 9 – SEC Filing
Item 1. SECURITY AND ISSUER.
This statement relates to shares of the common stock, par value $0.00001 per share, of Stony Hill Corp., a Nevada corporation (the “Issuer”). The address of the principal executive offices of the Issuer is 9701 Wilshire Blvd., Suite 1000, Beverly Hills, California 90212.
Item 2. IDENTITY AND BACKGROUND.
(a) – (c) This Statement is being filed by John Brady, John R. Brady Living Trust (the “Trust”), and Equinox Consulting LLC (“Equinox Consulting”). Mr. Brady, the Trust, and Equinox Consulting are collectively referred to herein as the “Reporting Persons.” The business address of each of the Reporting Persons is 9701 Wilshire Blvd., Suite 1000, Beverly Hills, California 90212. Mr. Brady’s present principal occupation or employment is Secretary of the Issuer. The principal occupations of each of the Trust and Equinox Consulting is investment and investment related activities.
(d) – (e) During the last five years, neither Mr. Brady, the Trust, nor Equinox Consulting has been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) nor has any one of them 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 violations with respect to such laws.
(f) Mr. Brady is a United States citizen. The Trust is organized under the laws of the State of California, and Equinox Consulting is organized under the laws of the State of Washington.
Item 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.
On November 4, 2016, the Issuer entered into a Share Exchange Agreement (the “Share Exchange Agreement”), by and among Issuer, Stony Hill Ventures Corp., a Nevada corporation (“SHV”), and the holders of common stock of SHV. The holders of the common stock of SHV included John Brady, as the holder of 1,600,000 shares (later assigned to the Trust) and Equinox Consulting, as the holder of 400,000 shares.
Under the terms and conditions of the Share Exchange Agreement, the Issuer sold an aggregate of 10,840,000 shares of common stock in consideration for all the issued and outstanding shares of common stock of SHV.
Pursuant to the Share Exchange Agreement, John Brady acquired 1,600,000 shares of common stock (assigned to the Trust) of the Issuer, and Equinox Consulting acquired 400,000 shares of common stock of the Issuer.
Item 4. PURPOSE OF TRANSACTION.
The Reporting Persons acquired the shares of shares of common stock of the Issuer, as described in Item 3 herein, for investment purposes.
Depending upon then prevailing market conditions, other investment opportunities available to the Reporting Persons, the availability of shares of common stock at prices that would make the purchase of additional shares of common stock desirable and other investment considerations, any of the Reporting Persons may endeavor to increase their respective position in the Issuer through, among other things, the purchase of shares of common stock on the open market if the Issuer’s common stock is traded in the future, or in private transactions or otherwise, on such terms and at such times as Mr. Brady may deem advisable. Each of the Reporting Persons reserves the right to dispose of any or all of their respective shares of common stock in the open market, if such market is created in the future, or otherwise, at any time and from time to time and to engage in any hedging or similar transactions.
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