0001078782-16-003871.txt : 20161129 0001078782-16-003871.hdr.sgml : 20161129 20161129124629 ACCESSION NUMBER: 0001078782-16-003871 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20161129 DATE AS OF CHANGE: 20161129 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: NaturalNano, Inc. CENTRAL INDEX KEY: 0000863895 STANDARD INDUSTRIAL CLASSIFICATION: PLASTICS PRODUCTS, NEC [3089] IRS NUMBER: 870646435 STATE OF INCORPORATION: NV FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-84238 FILM NUMBER: 162021993 BUSINESS ADDRESS: STREET 1: 763 LINDEN AVENUE CITY: ROCHESTER STATE: NY ZIP: 14625 BUSINESS PHONE: (585) 267-4848 MAIL ADDRESS: STREET 1: 763 LINDEN AVENUE CITY: ROCHESTER STATE: NY ZIP: 14625 FORMER COMPANY: FORMER CONFORMED NAME: NaturalNano , Inc. DATE OF NAME CHANGE: 20060127 FORMER COMPANY: FORMER CONFORMED NAME: NaturalNano Research, Inc DATE OF NAME CHANGE: 20051221 FORMER COMPANY: FORMER CONFORMED NAME: NATURALNANO INC DATE OF NAME CHANGE: 20051208 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: OSCALETA PARTNERS LLC CENTRAL INDEX KEY: 0001642971 IRS NUMBER: 463824902 STATE OF INCORPORATION: CT FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 381 W MOUNTAIN RD. CITY: RIDGEFIELD STATE: CT ZIP: 06877 BUSINESS PHONE: 2032409910 MAIL ADDRESS: STREET 1: 381 W MOUNTAIN RD. CITY: RIDGEFIELD STATE: CT ZIP: 06877 SC 13G 1 f13g112916_sc13g.htm SCHEDULE 13G Schedule 13G


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549


SCHEDULE 13G


Under the Securities Exchange Act of 1934




NATURLNANO, INC.

(Name of Issuer)

 

Common Stock, par value $0.001

(Title of Class of Securities)

 

63901A303

(CUSIP Number)

 

November 25, 2016

(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)


* 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 disclosures provided in a prior cover page.


The information required on 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. 63901A303

 

13G

 

Page 1 of 4

 

 

 

 

 


 

 

 

 

 

1.

 

NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

Oscaleta Partners LLC
46-3824902

  

 

 

2.

 

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(see instructions)
(a)          .
(b)      X .

 

 

 

3.

 

SEC USE ONLY
 

 

 

4.

 

CITIZENSHIP OR PLACE OF ORGANIZATION
 

Connecticut

  

 

 


NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH

 

5.

 

SOLE VOTING POWER
334,232 

  

 

6.

 

SHARED VOTING POWER
334,232

  

 

7.

 

SOLE DISPOSITIVE POWER
334,232

 

 

8.

 

SHARED DISPOSITIVE POWER
334,232

   


9.

 

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
334,232

  

 

 

10.

 

CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (see instructions)          .

   

 

 

11.

 

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
9.99%

 

 

 

12.

 

TYPE OF REPORTING PERSON (see instructions)
PN

  

 

 

 

 

 

 

 

 






 

 

 

 

 

CUSIP No. 63901A303

 

13G

 

Page 2 of 4

 

 

 

 

 

Item 1.


 

(a)

Name of Issuer
NaturalNano, Inc.

 

 

 

 

(b)

Address of Issuer’s Principal Executive Offices
13613 Gulf Boulevard, Madeira Beach FL  33738


Item 2.


 

(a)

Name of Person Filing
Oscaleta Partners LLC

 

 

 

 

(b)

Address of the Principal Office or, if none, residence
381 W. Mountain Road, Ridgefield CT 06877

 

 

 

 

(c)

Citizenship
United States of America

 

 

 

 

(d)

Title of Class of Securities
Common Stock, Par Value $0.001

 

 

 

 

(e)

CUSIP Number
63901A303


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)

      .

Group, in accordance with §240.13d-1(b)(1)(ii)(J).

 

 

 

 






 

 

 

 

 

CUSIP No. 63901A303

 

13G

 

Page 3 of 4

 

 

 

 

 

Item 4.  Ownership.


Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.


 

(a)

Amount beneficially owned:  Reporting Person holds convertible notes in the aggregate principal amount of $304,500.00. The Convertible Notes may not be converted into common stock such that the Reporting Person would beneficially own more the 9.99% of the Issuer’s common stock at any given time. As a result, Report Person is the beneficial owner of 334,232 shares of common stock, based upon Issuer’s most recent reported shares outstanding. Reporting Person disclaims beneficial ownership of the Issuer’s securities held by any other person or entity.

 

 

 

 

 

(b)

Percent of class:   9.99%

 

 

 

 

 

(c)

Number of shares as to which the person has:  

 

 

 

 

 

 

(i)

Sole power to vote or to direct the vote  334,232

 

 

 

 

 

 

(ii)

Shared power to vote or to direct the vote  334,232

 

 

 

 

 

 

(iii)

Sole power to dispose or to direct the disposition of  334,232

 

 

 

 

 

 

(iv)

Shared power to dispose or to direct the disposition of  334,232

 

 

 

 

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           ..


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.


N/A


Item 8.  Identification and Classification of Members of the Group.


N/A


Item 9.  Notice of Dissolution of Group.


N/A





 

 

 

 

 

CUSIP No. 63901A303

 

13G

 

Page 4 of 4

 

 

 

 

 

Item 10.  Certification.


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. 


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.


Oscaleta Partners LLC

 

 

/s/ Henry Sargent

 

By:  Henry Sargent

 

Its:  Manager


Date:  November 29, 2016