Filing Details

Accession Number:
0001663577-16-000231
Form Type:
13D Filing
Publication Date:
2016-07-18 18:26:46
Filed By:
Mcneill Larry
Company:
Cleanspark Inc. (NASDAQ:CLSK)
Filing Date:
2016-07-19
SEC Url:
13D Filing
Ownership Summary

Please notice the below summary table is generated without human intervention and may contain errors. Please refer to the complete filing displayed below for exact figures.

Name Sole Voting Power Shared Voting Power Sole Dispositive Power Shared Dispositive Power Aggregate Amount Owned Power Percent of Class
Larry McNeill 11,670,000 1,920,000 1,920,000 8.5%
Filing

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

SCHEDULE 13D

 

Under the Securities Exchange Act of 1934

 

 

Stratean, Inc.

(Name of Issuer)

 

Common Stock, $0.001 Per Share Par Value

(Title of Class of Securities)

 

86268L 208

(CUSIP Number)

 

Larry McNeill

Stratean, Inc.

70 North Main Street, Ste. 105

Bountiful, Utah 84010

(Name, Address and Telephone Number of Person Authorized to

Receive Notices and Communications)

 

 

March 12, 2015

(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 Rule 13d-1(e), Rule 13d-1(f) or Rule 13d-1(g), check the following box.[ ]

 

  

 

*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).

 

1. Names of Reporting Persons:   Larry McNeill
  I.R.S. Identification Nos. of above persons (entities only):  
   
2. Check the Appropriate Box if a Member of a Group (See Instructions)
  (a)  [ ]
  (b)  [ ]
   
3. SEC Use Only:
   
4. Source of Funds (See Instruction): OO
   
5. Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e): [         ]
   
   
6. Citizenship or Place of Organization: U.S.A.
   
Number of Shares Beneficially by Owned by Each Reporting Person With:
   
7. Sole Voting Power:   11,670,000 SHARES1
     
8. Shared Voting Power:   N/A
     
9. Sole Dispositive Power:   1,920,000 SHARES2
     
10. Shared Dispositive Power:   N/A
     
     
11. Aggregate Amount Beneficially Owned by Each Reporting Person: 1,920,000 SHARES2
     
     
12. Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions):  [ ]
     
     
13. Percent of Class Represented by Amount in Row (11):  8.5%
     
     
14. Type of Reporting Person (See Instructions):  IN
 

  

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  1. Includes 420,000 shares of common stock held in his name and 250,000 shares of Series A Preferred Stock held in his name that have the right to cast 45 votes for each share held of record on all matters submitted to a vote of holders of the Issuer’s common stock.
  2. Includes 420,000 shares of common stock held in his name and a warrant to purchase 1,500,000 shares of common stock held in his name.

 

ITEM 1. SECURITY AND ISSUER.

 

This Statement on Schedule 13D relates to the common stock, par value $0.001 per share (the “Shares”), of Stratean, Inc., a Nevada Corporation (the "Issuer"), and is being filed by Larry McNeill (the “Reporting Person”). The Issuer's current principal executive offices are located at 70 North Main Street, Ste. 105, Bountiful, Utah 84010.

 

ITEM 2. IDENTITY AND BACKGROUND

 

(a) through (c) and (f). This Statement is being filed by Larry McNeill, a United States citizen (the “Reporting Person”). The business address of the Reporting Person is 70 North Main Street, Ste. 105, Bountiful, Utah 84010. Larry McNeill is currently a Director of Stratean, Inc.

 

(d) and (e). During the previous five (5) years, the Reporting Person (i) has not been convicted in any criminal proceeding (excluding traffic violations or similar misdemeanors) and (ii) has not been party to a civil proceeding of any of a judicial or administrative body of competent jurisdiction such that, 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 activity subject to, federal or state securities laws or finding any violation with respect to such laws.

 

ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.

 

Prior to becoming a Director of the Issuer, on June 13, 2014, the Reporting Person invested $20,000 in the Issuer and acquired 60,000 shares of common stock. The shares were issued on October 6, 2014.

 

On January 6, 2015, the Reporting Person invested $20,000 in the Issuer and acquired 60,000 shares of common stock. The shares were issued on February 27, 2015.

 

On March 12, 2015, the Issuer granted to the Reporting Person 300,000 shares of common stock and a warrant to purchase 1,500,000 shares of common stock at an exercise price of $0.0.83 per share.

 

On April 16, 2016, the Issuer granted to the Reporting Person 100,000 shares of Series A Preferred Stock for services rendered.

 

On June 30, 2016, the Issuer granted to the Reporting Person 150,000 shares of Series A Preferred Stock for services rendered.

 

ITEM 4. PURPOSE OF TRANSACTION

 

The purpose of this Schedule 13D is to report the Beneficial Ownership by the Reporting Person of 1,920,000shares or 8.5% of the Issuer’s issued and outstanding common stock as of May 10, 2016, as explained in Item 5 below.

 

 3 

 

Except as provided below, the Reporting Person does not have any current plans or proposals which would relate to or would result in:

 

(a)the acquisition by any person of additional securities of the Issuer, or the disposition of securities of the Issuer;

 

(b)any extraordinary corporate transaction, such as a merger, reorganization or liquidation, involving the Issuer or any of its subsidiaries;

 

(c)a sale or transfer of a material amount of the assets of the Issuer or any of its subsidiaries;

 

(d)any change in the present board of directors or management of the Issuer, including any plans or proposals to change the number or term of directors or to fill any existing vacancies on the board;

 

(e)any material change in the present capitalization or dividend policy of the Issuer;

 

(f)any other material change in the Issuer's business or corporate structure including, but not limited to, if the Issuer is a registered closed-end investment company, any plans or proposals to make any changes in its investment policy for which a vote is required by Section 13 of the Investment Company Act of 1940;

 

(g)changes in the Issuer's charter, bylaws or instruments corresponding thereto or other actions which may impede acquisition of control of the Issuer by any person;

 

(h)causing a class of securities of the Issuer to be delisted from a national securities exchange or to cease to be authorized to be quoted in an inter-dealer quotation system of a registered national securities association;

 

(i)a class of equity securities of the Issuer becoming eligible for termination of registration pursuant to Section 12(g)(4) of the Act; or

 

(j)any action similar to any of those enumerated above.

 

ITEM 5. INTEREST IN SECURITIES OF THE ISSUER.

 

(a)The Reporting Person is currently the beneficial owner of 1,920,000shares of Common Stock of the Issuer, representing approximately 8.5% of the Issuer's common stock (based upon 21,058,415 outstanding shares of common stock as of May 10, 2016 as reporting by the Issuer in its Quarterly Report on Form 10-Q filed with the SEC on May 16, 2016.)

 

(b)The Reporting Person has sole voting and dispositive power over the Shares identified in response to Item 5(a) above.

 

(c)See response by Reporting Person to Item 4, above.

 

(d)Not applicable.

 

(e)Not applicable.

 

 4 

 

ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO SECURITIES OF THE ISSUER.

 

Reference is made to the disclosure set forth under Item 7 of this Schedule 13D, which disclosure is incorporated herein by reference.

 

ITEM 7. MATERIAL TO BE FILED AS EXHIBITS.

 

Certificate of Designation. Incorporated by reference to Exhibit 3.2 to the Current Report on Form 8-K filed with the Securities and Exchange Commission on April 16, 2015.

 

Warrant. Incorporated by reference to Exhibit 4.1 to the Current Report on Form 8-K filed with the Securities and Exchange Commission on March 17, 2015.

 

 5 

SIGNATURE

 

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.

 

 

Date: July 18, 2016

 

 

By: /s/ Larry McNeill

Larry McNeill

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