Initial Statement of Beneficial Ownership (3)
April 13 2023 - 5:29PM
Edgar (US Regulatory)
FORM 3
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
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3235-0104
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
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McLaren Michael David |
2. Date of Event Requiring Statement (MM/DD/YYYY)
2/15/2023
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3. Issuer Name and Ticker or Trading Symbol
AMERICAN INTERNATIONAL HOLDINGS CORP. [AMIH]
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(Last)
(First)
(Middle)
205S BAILEY STREET |
4. Relationship of Reporting Person(s) to Issuer (Check all applicable)
__X__ Director ___X___ 10% Owner
___X___ Officer (give title below) _____ Other (specify below)
Chief Executive Officer / |
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(Street)
ELECTRA, TX 76360
(City)
(State)
(Zip)
| 5. If Amendment, Date Original Filed(MM/DD/YYYY)
| 6. Individual or Joint/Group Filing(Check Applicable Line)
___ Form filed by One Reporting Person
_X_ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Beneficially Owned
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1.Title of Security
(Instr. 4) | 2. Amount of Securities Beneficially Owned
(Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5) | 4. Nature of Indirect Beneficial Ownership
(Instr. 5) |
| Common Stock | 0 | D | |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 4) | 2. Date Exercisable and Expiration Date
(MM/DD/YYYY) | 3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5) | 6. Nature of Indirect Beneficial Ownership
(Instr. 5) |
| Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
| Series A Preferred Stock | 2/15/2023 | (1) | Common Stock | 1000000 (2) | (3)(4) | D (5) | |
| Explanation of Responses: |
| (1) | The Series A Preferred Stock has no expiration date. |
| (2) | Represents 100% of the outstanding shares of Series A Preferred Stock of the Issuer. |
| (3) | The Series A Preferred Stock may be converted into a number of shares of common stock of the Issuer equal to the holder's pro rata share of all Series A Preferred Stock then issued and outstanding, multiplied by (i) 60%, minus the aggregate percentage of the Issuer's outstanding common stock previously converted by holders of the Series A Preferred Stock, through such applicable date (currently zero), multiplied by (ii) the outstanding shares of Issuer common immediately after such conversion, divided by (iii) the total number of shares of Series A Preferred Stock then outstanding. |
| (4) | No individual conversion by any individual holder of Series A Preferred Stock may be in an amount greater than 9.99% of the outstanding common stock of the Issuer on the date on which the holder delivers notice of such conversion to the Issuer. |
| (5) | These shares are held directly by Marble Trital Inc., which is beneficially owned and controlled by Mr. Michael McLaren. |
Reporting Owners
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| Reporting Owner Name / Address | Relationships |
| Director | 10% Owner | Officer | Other |
McLaren Michael David
205S BAILEY STREET
ELECTRA, TX 76360 | X | X | Chief Executive Officer |
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Marble Trital Inc.
205S BAILEY STREET
ELECTRA, TX 76360 |
| X |
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Signatures
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| /s/ Michael McLaren | | 4/13/2023 |
| **Signature of Reporting Person | Date |
| Marble Trital Inc. /s/ Michael McLaren, Its Chief Executive Officer | | 4/13/2023 |
| **Signature of Reporting Person | Date |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. |
| * | If the form is filed by more than one reporting person, see Instruction 5(b)(v). |
| ** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
| Note: | File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. |
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. |
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