Statement of Ownership (sc 13g)
10 Juin 2015 - 10:03PM
Edgar (US Regulatory)
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
SCHEDULE 13G
(Rule 13d-102)
INFORMATION TO BE INCLUDED IN STATEMENTS
FILED PURSUANT
TO RULE 13d-1(b) (c), AND (d) AND AMENDMENTS
THERETO FILED PURSUANT TO
RULE 13d-2(b)
| NET TALK.COM, INC. |
| (Name of Issuer) |
| |
| Common Stock, $0.001 Par Value |
| (Title of Class of Securities) |
| |
| 64112B106 |
| (CUSIP Number) |
| |
| Copy to: |
| Anastasios Kyriakides |
| 1080 NW 163rd Drive |
| Miami, FL 33169 |
| (Name, Address and Telephone Number of Person |
| Authorized to Receive Notices and Communications) |
| |
| May 21, 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)
x
Rule 13d-1(c)
¨
Rule 13d-1(d)
|
1 |
NAME OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES
ONLY)
Anastasios Kyriakides
|
|
2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) ¨
(b) x |
|
3 |
SEC USE ONLY
|
|
4 |
CITIZENSHIP OR PLACE OF ORGANIZATION
United States
|
|
NUMBER OF SHARES |
5 |
SOLE VOTING POWER
39,311,557(2) |
|
BENEFICIALLY
OWNED BY |
6 |
SHARED VOTING POWER
|
|
EACH
REPORTING |
7 |
SOLE DISPOSITIVE POWER
39,311,557(2) |
|
PERSON WITH |
8 |
SHARED DISPOSITIVE POWER
|
|
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
39,311,557(2) |
|
10 |
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
(SEE INSTRUCTIONS) ¨ |
|
11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
13.43%(1) |
|
12 |
TYPE OF REPORTING PERSON
IN |
| (1) | Based on 292,637,174 shares of the Issuer’s common stock outstanding as of June 8, 2015. |
| (2) | The securities are held by Kyriakides Investments LTD (“LTD”). Anastasios Kyriakides is the Managing Member of
LTD and in such capacity, is deemed to hold voting and dispositive power of the securities held by LTD. |
|
1 |
NAME OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES
ONLY)
Kyriakides Investments LTD
|
|
2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) ¨
(b) x |
|
3 |
SEC USE ONLY
|
|
4 |
CITIZENSHIP OR PLACE OF ORGANIZATION
Florida
|
|
NUMBER OF SHARES |
5 |
SOLE VOTING POWER
39,311,557 |
|
BENEFICIALLY
OWNED BY |
6 |
SHARED VOTING POWER
|
|
EACH
REPORTING |
7 |
SOLE DISPOSITIVE POWER
39,311,557 |
|
PERSON WITH |
8 |
SHARED DISPOSITIVE POWER
|
|
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
39,311,557 |
|
10 |
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES (SEE INSTRUCTIONS)
¨ |
|
11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
13.43%(1) |
|
12 |
TYPE OF REPORTING PERSON
IN |
| (1) | Based on 292,637,174 shares of the Issuer’s common stock outstanding as of June 8, 2015. |
| (2) | The securities are held by Kyriakides Investments LTD (“LTD”). Anastasios Kyriakides is the Managing Member of
LTD and in such capacity, is deemed to hold voting and dispositive power of the securities held by LTD. |
| Item 1(a). | Name of Issuer: |
Net Talk.com, Inc.
| Item 1(b). | Address of Issuer's Principal Executive Offices: |
1080 NW 163rd Drive, Miami, Florida 33169
| Item 2(a). | Name of Person Filing. |
The statement is filed on behalf of Anastasios Kyriakides and
Kyriakides Investments LTD (collectively, the “Reporting Person”).
| Item 2(b). | Address of Principal Business Office or, if None, Residence. |
1080 NW 163rd
Drive, Miami, Florida 33169
Anastasios Kyriakides is a United States citizen.
Kyriakides Investments LTD is established in the State of Florida.
| Item 2(d). | Title of Class of Securities. |
Common Stock, par value $0.001 per share.
64112B106
Not applicable.
(a) Amount beneficially owned: 39,311,557
(b) Percent of class: 13.43% (1)
(c) Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote: 39,311,557(2)
(ii) Shared power to vote or to direct the vote: 0
(iii) Sole power to dispose or to direct the disposition of:
39,311,557(2)
(iv) Shared power to dispose or to direct the disposition of:
0
| (1) | Based on 292,637,174 shares of the Issuer’s common stock outstanding as of June 8, 2015. |
| (2) | The securities are held by Kyriakides Investments LTD (“LTD”). Anastasios Kyriakides is the Managing Member of
LTD and in such capacity, is deemed to hold voting and dispositive power of the securities held by LTD. |
| Item 5. | Ownership of Five Percent or Less of a Class. |
| 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 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.
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.
| Date: June 10, 2015 |
By: |
/s/ Anastasios Kyriakides |
| |
|
Anastasios Kyriakides |
| |
|
|
| |
Kyriakides Investments LTD |
| |
|
|
| Date: June 10, 2015 |
By: |
/s/ Anastasios Kyriakides |
| |
|
Anastasios Kyriakides |
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