FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP 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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). |
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
Exceed World, Inc. [ EXDW ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 04/01/2016 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
Code | V | Amount | (A) or (D) | Price | ||||||
Common Shares | 04/01/2016 | S | 140,000 | D | $0.002 | 19,860,000 | I | See Footnote 1(1)(3) | ||
Common Shares | 08/09/2016 | S | 3,300 | D | $0.1 | 19,856,700 | I | See Footnote 2(2) | ||
Common Shares | 10/28/2016 | J | 19,000,000 | D | (4) | 856,700 | I | See Footnote 1(1) | ||
Common Shares | 10/28/2016 | J | 16,657,300 | A | (5) | 17,134,000 | I | See Footnote 1(1) | ||
Common Shares | 07/07/2017 | S | 2,240,000 | D | $0.017 | 14,894,000 | I | See Footnote 6(1)(6) | ||
Common Shares | 09/26/2018 | P | 14,894,000 | A | $0.0017 | 14,894,000 | D(7) | |||
Common Shares | 09/26/2018 | P | 12,700,000 | A | (8) | 27,594,000 | D |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Explanation of Responses: |
1. The Reporting Person, as of April 1, 2016 and until September 26, 2018, was a 100% owner of Force International Holdings Ltd. which was, during the same time period, a 100% owner of e-Learning, which as of April 1, 2016 was a 74.5% owner of the Issuer. |
2. Force Internationale Ltd.'s indirect ownership was reduced when e-Learing sold 3,300 of its common shares of the Issuer to unrelated parties. |
3. Force Internationale Ltd.'s indirect ownership was reduced when e-Learning sold 140,000 of its shares of common stock of the Issuer. |
4. On October 28, 2016, the Issuer, with the approval of its Board of Directors and majority shareholders, authorized the cancellation of 19,000,000 shares of common stock of the Issuer owned by e-Learning. e-Learning consented to the cancellation. |
5. On October 28, 2016, the Issuer authorized a 1:20 forward split of its shares of common stock. |
6. e-Learning sold 2,240,000 its shares of common stock of the Issuer reducing the Reporting Person's indirect ownership to 14,894,000 common shares. |
7. On September 26, 2018, Force Internationale Ltd. entered into a Share Purchase Agreement with its 100% owned subsidiary e-Learning Laboratory Co., Ltd, ("e-Learning") under which e-Learning transferred its 14,894,000 shares of the common stock of the Issuer to Force Internationale Ltd. in exchange for $26,000.00 |
8. On September 26, 2018, the Issuer acquired Force International Holdings Ltd. from Force Internationale Ltd. and issued 12,700,000 shares of its common stock to Force Internationale Ltd. as consideration. |
Tomoo Yoshida | 10/05/2018 | |
** 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 4 (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 Number. |