Statement of Ownership (sc 13g)
August 12 2015 - 4:50PM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
SCHEDULE
13G
Under
the Securities Exchange Act of 1934
(Amendment
No.)*
WOWIO,
INC. |
(Name
of Issuer) |
Common
Stock |
(Title
of Class of Securities) |
98212D307 |
(CUSIP
Number) |
August
5, 2015 |
(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 the reporting person’s initial filling on this form with respect to
the class of 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
Brian
Altounian |
2 |
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a) ☐
(b) ☐ |
3 |
SEC
USE ONLY |
4 |
CITIZENSHIP
OR PLACE OF ORGANIZATION
United
States of America |
NUMBER
OF
SHARES BENEFICIALLY
OWNED BY EACH
REPORTING PERSON
WITH:
|
5 |
SOLE
VOTING POWER
750,000,770
shares of common stock; and 4,330,000 shares of non-convertible Series A preferred stock representing 216,500,000 votes;
and 4 shares of non-convertible Series D preferred stock representing 4,919,638,596 votes. |
6 |
SHARED
VOTING POWER
4,842
shares of common stock |
7 |
SOLE
DISPOSITIVE POWER
750,000,770
shares of common stock; and 4,330,000 shares of non-convertible Series A preferred stock representing 216,500,000 votes;
and 4 shares of non-convertible Series D preferred stock representing 4,919,638,596 votes. |
8 |
SHARED
DISPOSITIVE POWER
4,842
shares of common stock |
9 |
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
750,005,612
shares of common stock; and 4,330,000 shares of non-convertible Series A preferred stock representing 216,500,000 votes;
and 4 shares of non-convertible Series D preferred stock representing 4,919,638,596 votes. |
10 |
CHECK
IF THE AGGREGATE AMOUNT IN ROW (9)
Excludes
certain shares ☐ |
11 |
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
95.91% |
12 |
TYPE
OF REPORTING PERSON (SEE INSTRUCTIONS)
IN |
|
|
|
|
ITEM
1.
Wowio,
Inc.
| (b) | ADDRESS
OF ISSUER’S PRINCIPAL EXECUTIVE OFFICES: |
9107
Wilshire Blvd., Suite 450, Beverly Hills, CA 90210
ITEM
2.
| (a) | NAME
OF PERSON FILING: |
Brian
Altounian
| (b) | ADDRESS
OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE: |
9107
Wilshire Blvd., Suite 450, Beverly Hills, CA 90210
Mr.
Altounian is a citizen of the United States of America.
| (d) | TITLE
OF CLASS OF SECURITIES: |
Common
92856B107
ITEM
3. STATEMENT FILED PURSUANT TO RULES 13d-1(b) OR 13d-2(b)
(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)(ii)(G);
(h) ☐ A
savings association 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).
ITEM
4. OWNERSHIP
| (a) | Amount
Beneficially Owned: 750,005,612 shares of common stock; and 4,330,000 shares of non-convertible
Series A preferred stock representing 216,500,000 votes; and 4 shares of non-convertible
Series D preferred stock representing 4,919,638,596 votes. |
| (b) | Percent
of Class: 95.971% |
| (c) | Number
of shares as to which such person has: |
(i)
sole power to vote or direct the vote:
750,000,770 shares of common stock; and 4,330,000 shares of non-convertible Series A preferred stock representing 216,500,000
votes; and 4 shares of non-convertible Series D preferred stock representing 4,919,638,596 votes.
(ii)
shared power to vote or direct the vote:
4,842 shares of common stock.
(iii)
sole power to dispose or to direct the disposition of:
750,000,770 shares of common stock; and 4,330,000 shares of non-convertible Series A preferred stock representing 216,500,000
votes; and 4 shares of non-convertible Series D preferred stock representing 4,919,638,596 votes.
(iv)
shared power to dispose or to direct the disposition of:
4,842 shares of common stock.
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 5 percent of the class of securities, check the following [ ]
ITEM
6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON:
N/A
ITEM
7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE
SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY OR CONTROL PERSON:
N/A
ITEM
8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP:
N/A
ITEM
9. NOTICE OF DISSOLUTION OF GROUP:
N/A
ITEM
10. CERTIFICATIONS:
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.
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.
|
BRIAN ALTOUNIAN |
|
|
Date: August 11, 2015 |
By: |
/s/
Brian Altounian |
|
|
Name:
Brian Altounian |
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