Filing Details
- Accession Number:
- 0001654954-18-000615
- Form Type:
- 13G Filing
- Publication Date:
- 2018-01-22 16:27:19
- Filed By:
- Go Pesce Llc
- Company:
- Icoreconnect Inc. (OTCMKTS:ICCT)
- Filing Date:
- 2018-01-22
- SEC Url:
- 13G 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 |
|---|---|---|---|---|---|---|
| Go Pesce | 2,192,214 | 0 | 2,192,214 | 0 | 2,192,214 | 6.3% |
| Randal M. Alligood | 2,192,214 | 0 | 2,192,214 | 0 | 2,192,214 | 6.3% |
Filing
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
SCHEDULE
13G
(Amendment No.
)
Under the
Securities Exchange Act of 1934
| |
iCORECONNECT INC. | |
| | (Name of
Issuer) | |
| | | |
| |
Common Stock, par value $0.001 per share | |
| | (Title of Class of
Securities) | |
| | | |
| |
922587 100 | |
| | (CUSIP
Number) | |
| | | |
| |
January 11, 2018 | |
| | (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 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. 922587 100
| 1. | Names of Reporting
Persons. I.R.S.
Identification Nos. of above persons (entities only). Go
Pesce LLC | ||
| 2. | Check the
Appropriate Box if a Member of a Group (See
Instructions) (a) ☐ (b) ☑ | ||
| 3. | SEC Use
Only | ||
| 4. | Citizenship of
Place of Organization Florida | ||
| Number of
Shares Beneficially Owned by
Each Reporting
Person With | 5. | Sole Voting
Power 2,192,214 | |
| 6. | Shared Voting
Power 0 | ||
| 7. | Sole Dispositive
Power 2,192,214 | ||
| 8. | Shared Dispositive
Power 0 | ||
| 9. | Aggregate Amount
Beneficially Owned by each Reporting Person 2,192,214 | ||
| 10. | Check if the
Aggregate Amount in Row (9) Excludes Certain Shares
☐ | ||
| 11. | Percent of Class
Represented by Amount in Row 9 6.3% | ||
| 12. | Type of Reporting
Person (See Instructions) OO | ||
2
| 1. | Names of Reporting
Persons. I.R.S.
Identification Nos. of above persons (entities only). Randal M. Alligood | ||
| 2. | Check the
Appropriate Box if a Member of a Group (See
Instructions) (a) ☐ (b) ☑ | ||
| 3. | SEC Use
Only | ||
| 4. | Citizenship of
Place of Organization United States | ||
| Number of
Shares Beneficially Owned by
Each Reporting
Person With | 5. | Sole Voting
Power 2,192,214 | |
| 6. | Shared Voting
Power 0 | ||
| 7. | Sole Dispositive
Power 2,192,214 | ||
| 8. | Shared Dispositive
Power 0 | ||
| 9. | Aggregate Amount
Beneficially Owned by each Reporting Person 2,192,214 | ||
| 10. | Check if the
Aggregate Amount in Row (9) Excludes Certain Shares
☐ | ||
| 11. | Percent of Class
Represented by Amount in Row 9 6.3% | ||
| 12. | Type of Reporting
Person (See Instructions) IN/HC | ||
3
ITEM 1:
(a) Name
of Issuer:
iCoreConnect Inc.
(b) Address of Issur’s Principal Executive
Offices:
13506
Summerport Village Parkway, #160, Windermere, FL 34786
ITEM
2:
(a)
Name of Person Filing:
See attached
statement.
(b)
Address of Principal Business Office or, if None,
Residence:
The
address of the principal business office of each reporting person
is 923 West Second Avenue, Windermere, FL 34786
(c)
Citizenship:
See
Item 4 on the cover page(s) hereto.
(d)
Title of Class of Securities:
Common Stock
(e) CUSIP
Number:
922587
100
4
STATEMENT
Item 2.
(a)
Name
of Person Filing
This
statement is jointly filed by and on behalf of Go Pesce LLC and
Randal M. Alligood. Randal M. Alligood, who is the sole manager of
Go Pesce LLC, manages the investments and trading accounts of Go
Pesce LLC and may be deemed to beneficially own the securities
owned by Go Pesce LLC.
Each
reporting person declares that neither the filing of this statement
nor anything herein shall be construed as an admission that such
person is, for the purposes of Section 13(d) or 13(g) of the Act or
any other purpose, the beneficial owner of any securities covered
by this Schedule 13G.
Each
reporting person may be deemed to be a member of a group with
respect to the issuer or securities of the issuer for the purposes
of Section 13(d) or 13(g) of the Act. Each reporting person
declares that neither the filing of this Schedule 13G nor anything
herein shall be construed as an admission that such person is, for
the purposes of Section 13(d) or 13(g) of the Act or any other
purpose, (i) acting (or has agreed or is agreeing to act) with any
other person as a partnership, limited partnership, syndicate, or
other group for the purpose of acquiring, holding, or disposing of
securities of the issuer or otherwise with respect to the issuer or
any securities of the issuer or (ii) a member of any syndicate or
group with respect to the issuer or any securities of the
issuer.
5
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) | ☐ | A non-U.S.
institution, in accordance with
§240.13d-1(b)(1)(ii)(J); |
| | | | |
| | (k) | ☐ | Group, in
accordance with §240.13d-1(b)(1)(ii)(K). |
| | | | If filing as
a non-U.S. institution in accordance with
§240.13d-1(b)(1)(ii)(J), please specify the type of
institution: ___________________________. |
ITEM
4: OWNERSHIP.
(a) Amount
beneficially owned: See Item 9 on the cover page(s)
hereto.
(b) Percent
of class:
See Item 11 on the cover page(s) hereto.
(c) Number
of shares as to which the person has:
| | (i) | Sole
power to vote or to direct the vote See
Item 5 on the cover page(s) hereto. | ||
| | (ii) | Shared
power to vote or to direct the vote See
Item 6 on the cover page(s) hereto. | ||
| | (iii) | Sole
power to dispose or to direct the disposition of See
Item 7 on the cover
page(s) hereto. | ||
| | (iv) | Shared power to dispose or to direct the disposition of See
Item 8 on the cover page(s) hereto. | ||
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 ☐
Instruction: Dissolution of a group requires a response to this
item.
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.
If
a group has filed this schedule pursuant to
§240.13d-1(b)(1)(ii)(J), so indicate under Item 3(j) and
attach an exhibit stating the identity and Item 3 classification of
each member of the group. If a group has filed this schedule
pursuant to §240.13d-1(c) or §240.13d-1(d), attach an
exhibit stating the identity of each member of the
group.
ITEM
9: NOTICE OF DISSOLUTION OF GROUP.
Notice
of dissolution of a group may be furnished as an exhibit stating
the date of the dissolution and that all further filings with
respect to transactions in the security reported on will be filed,
if required, by members of the group, in their individual capacity.
See Item 5.
ITEM
10: CERTIFICATIONS.
(a)
The
following certification shall be included if the statement is filed
pursuant to §240.13d-1(b):
By
signing below I certify that, to the best of my knowledge and
belief, the securities referred to above were acquired and are held
in the ordinary course of business and 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.
(b)
The
following certification shall be included if the statement is filed
pursuant to §240.13d-1(c):
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.
6
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.
| |
GO PESCE LLC | | |
| | | | |
| Dated: January 11,
2018 | By: | /s/ Randal M. Alligood | |
| | | Randal M. Alligood | |
| | | Sole Manager | |
7
Joint Filing Agreement
In
accordance with Rule 13d-1(k) promulgated under the Securities
Exchange Act of 1934, as amended, the undersigned hereby agree to
the joint filing with all other Reporting Persons (as such term is
defined in the Schedule 13G referred to below) on behalf of each of
them of a statement on Schedule 13G (including amendments thereto)
with respect to the Common Stock, par value $0.001 per share of
iCoreConnect Inc., a Nevada Corporation, and that this Agreement
may be included as an exhibit to such joint filing. This Agreement
may be executed in any number of counterparts, all of which taken
together shall constitute one and the same instrument.
In Witness Whereof, the undersigned hereby execute
this Agreement as of the 11th day of January,
2018.
| |
GO PESCE LLC | |
| | | |
| | By: | /s/ Randal M.
Alligood |
| | | Randal M. Alligood |
| | | Sole Manager |
| | | |
| | | |
| | | /s/ Randal M.
Alligood |
| | | Randal M. Alligood |
| | | |
8