Filing Details
- Accession Number:
- 0001213900-19-000733
- Form Type:
- 13G Filing
- Publication Date:
- 2019-01-15 16:06:02
- Filed By:
- Rosellini Family Irrv Tr 2
- Company:
- Nexeon Medsystems Inc
- Filing Date:
- 2019-01-15
- SEC Url:
- 13G Filing
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 |
|---|---|---|---|---|---|---|
| EAGLE EQUITIES | 0 | 402,785 | 0 | 402,785 | 402,785 | 19.9% |
| EAGLE EQUITIES | 0 | 402,785 | 0 | 402,785 | 402,785 | 19.9% |
UNITED STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
| NEXEON MEDSYSTEMS INC |
| (Name of Issuer) |
| Common Stock, $0.001 Par Value |
| (Title of Class of Securities) |
| 65342G 203 |
| (CUSIP Number) |
Rosellini Family Irrv Tr 2 425 Carr 693 St. 1 PMB 220 Dorado, PR 00646 Phone: 817-574-7033 |
| (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) |
| January 8, 2019 |
| (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 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 (“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. 65342G 203 | 13G |
| 1. | NAMES OF REPORTING PERSONS EAGLE EQUITIES, LLC I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Rosellini Family Irrv Tr 2 TAX ID: 83-6600171 | |
| 2. | CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ☐ (b) ☐ | |
| 3. | SEC USE ONLY
| |
| 4. | CITIZENSHIP OR PLACE OF ORGANIZATION
United States |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5. | SOLE VOTING POWER
0 | ||
| 6. | SHARED VOTING POWER
402,785 (1) | |||
| 7. | SOLE DISPOSITIVE POWER
0 | |||
| 8. | SHARED DISPOSITIVE POWER
402,785 (1) |
| 9. | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
402,785 | |
| 10. | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
(see instructions) ☐ | |
| 11. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
19.9% (2) | |
| 12. | TYPE OF REPORTING PERSON (see instructions)
OO |
| (1) | Represents shares held by Rosellini Family Irrv Tr 2 (the “Trust”). Jack Price is the trustee of the Trust and has voting and dispositive power over the securities held by the Trust. |
| (2) | Based on the total of 2,023,646 outstanding shares of Common Stock as of January 15, 2019. |
2
| CUSIP No. 65342G 203 | 13G |
| 1. | NAMES OF REPORTING PERSONS EAGLE EQUITIES, LLC I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Jack Price | |
| 2. | CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ☐ (b) ☐ | |
| 3. | SEC USE ONLY
| |
| 4. | CITIZENSHIP OR PLACE OF ORGANIZATION
United States |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5. | SOLE VOTING POWER
0 | ||
| 6. | SHARED VOTING POWER
402,785 (1) | |||
| 7. | SOLE DISPOSITIVE POWER
0 | |||
| 8. | SHARED DISPOSITIVE POWER
402,785 (1) |
| 9. | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
402,785 | |
| 10. | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (see instructions) ☐
| |
| 11. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
19.9% (2) | |
| 12. | TYPE OF REPORTING PERSON (see instructions)
IN |
| (1) | Represents shares held by the Trust. Jack Price is the trustee of the Trust and has voting and dispositive power over the securities held by the Trust. |
| (2) | Based on the total of 2,023,646 outstanding shares of Common Stock as of January 15, 2019. |
3
| CUSIP No. 65342G 203 | 13G |
Item 1.
| (a) | Name of Issuer NEXEON MEDSYSTEMS INC | |
| (b) | Address
of Issuer’s Principal Executive Offices Dallas, Texas 75201 |
Item 2.
| (a) | Name of Person Filing Rosellini Family Irrv Tr 2 , and Jack Price | |
| (b) | Address of the Principal Office or, if none, residence 425 Carr 693 St. 1 PMB 220 Dorado, PR 00646 | |
| (c) | Citizenship Rosellini Family Irrv Tr 2 was formed in the United States. Mr. Price is a citizen of the United States. | |
| (d) | Title of Class of Securities Common Stock, $0.001 par value per share | |
| (e) | CUSIP Number 65342G 203 | |
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:
| (a) | ☐ | Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o). |
| (b) | ☐ | Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c). |
| (c) | ☐ | Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c). |
| (d) | ☐ | Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8). |
| (e) | ☐ | An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E); |
| (f) | ☐ | An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F); |
| (g) | ☐ | A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G); |
| (h) | ☐ | A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813); |
| (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); |
| (j) | ☐ | Group, in accordance with §240.13d-1(b)(1)(ii)(J). |
4
| CUSIP No. 65342G 203 | 13G |
Item 4. Ownership.
| (a) | Amount beneficially owned: 402,785 (1) | |||
| (b) | Percent of class: 19.9% (2) | |||
| (c) | Number of shares as to which the person has: | |||
| (i) | Sole power to vote or to direct the vote: 0 | |||
| (ii) | Shared power to vote or to direct the vote: 402,785 (1) | |||
| (iii) | Sole power to dispose or to direct the disposition of: 0 | |||
| (iv) | Shared power to dispose or to direct the disposition of: 402,785 (1) | |||
| (1) | Represents shares held by the Trust. Jack Price is the trustee of the Trust and has voting and dispositive power over the securities held by the Trust. |
| (2) | Based on the total of 2,023,646 outstanding shares of Common Stock as of January 15, 2019. |
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. ☐
N/A
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.
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. Certification.
By signing below I certify that, to the best of my 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.
5
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.
| Dated: January 15, 2019 | Rosellini Family Irrv Tr 2 | |
| By: | /s/ Jack Price | |
| Name: | Jack Price | |
| Title: | Trustee | |
| Dated: January 15, 2019 | /s/ Jack Price |
| Jack Price |
6
Exhibit 99.1
AGREEMENT TO FILE JOINT SCHEDULE 13G
Pursuant to Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, the undersigned hereby consent to the joint filing on their behalf of a single Schedule 13G and any amendments thereto, with respect to the beneficial ownership by each of the undersigned of shares of the common stock of NEXEON MEDSYSTEMS INC., a Nevada corporation. The undersigned hereby further agree that this statement may be executed in any number of counterparts, each of which when so executed shall be deemed to be an original, but all of which counterparts shall together constitute one and the same instrument.
| Dated: January 15, 2019 | Rosellini Family Irrv Tr 2 | |
| By: | /s/ Jack Price | |
| Name: | Jack Price | |
| Title: | Trustee | |
| Dated: January 15, 2019 | /s/ Jack Price |
| Jack Price |