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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13G
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UNDER THE SECURITIES EXCHANGE ACT OF 1934
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Giftify, Inc. (Name of Issuer) |
Common Stock, $0.001 par value (Title of Class of Securities) |
74940T104 (CUSIP Number) |
12/29/2023 (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)
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 Rule 13d-1(c)
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| Rule 13d-1(d)
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SCHEDULE 13G
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| CUSIP No. | 74940T104 |
| 1 | Names of Reporting Persons
Interactive Communications International, Inc. | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
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| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
FLORIDA
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
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| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
2,595,370.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
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| 11 | Percent of class represented by amount in row (9)
8.7 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
CO |
SCHEDULE 13G
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| CUSIP No. | 74940T104 |
| 1 | Names of Reporting Persons
HI Technology Corp | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
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| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
GEORGIA
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
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| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
2,595,370.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
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| 11 | Percent of class represented by amount in row (9)
8.7 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
CO |
SCHEDULE 13G
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| CUSIP No. | 74940T104 |
| 1 | Names of Reporting Persons
Merrill Brooks Smith | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
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| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
UNITED STATES
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
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| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
2,595,370.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
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| 11 | Percent of class represented by amount in row (9)
8.7 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
IN |
SCHEDULE 13G
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| Item 1. | ||
| (a) | Name of issuer:
Giftify, Inc. | |
| (b) | Address of issuer's principal executive offices:
1100 Woodfield Road, Suite 510 Schaumberg, Illinois, 60173 | |
| Item 2. | ||
| (a) | Name of person filing:
Interactive Communications International, Inc.
HI Technology Corp
Merrill Brooks Smith | |
| (b) | Address or principal business office or, if none, residence:
The address of the principal business office of each of Interactive Communications International, Inc. ("Incomm"), HI Technology Corp ("HIT") and Merrill Brooks Smith ("Smith" and together with Incomm and HIT, the "Reporting Persons" and each a "Reporting Person") is 250 Williams Street NW, Fifth Floor, Atlanta, Georgia 30303. | |
| (c) | Citizenship:
Interactive Communications International, Inc. is a Florida corporation.
HI Technology Corp is a Georgia corporation.
Smith is a United States citizen. | |
| (d) | Title of class of securities:
Common Stock, $0.001 par value | |
| (e) | CUSIP No.:
74940T104 | |
| 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);
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| (b) | Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
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| (c) | Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
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| (d) | Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
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| (e) | An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
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| (f) | An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
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| (g) | A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
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| (h) | A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
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| (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);
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| (j) | A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution: | |
| (k) | Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
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| Item 4. | Ownership | |
| (a) | Amount beneficially owned:
As of the date of this filing, Incomm is deemed to beneficially own an aggregate of 2,595,370 shares of Common Stock of the Issuer (the "Incomm Shares"). By virtue of Incomm's direct ownership of the Incomm Shares and HIT's ownership and control of Incomm, HIT may be deemed to have shared power to vote and dispose or to direct the vote and direct the disposition of the Incomm Shares. Smith is the CEO and principal shareholder of HIT. By virtue of his position as CEO and his ownership of a majority of the outstanding voting equity of HIT, Smith may be deemed to have shared power to vote and dispose or to direct the vote and direct the disposition of the Incomm Shares. Each of HIT and Smith disclaims beneficial ownership of the Incomm Shares.
The Reporting Persons have entered into a Joint Filing Agreement, a copy of which is filed with this Schedule 13G as Exhibit 99.1, pursuant to which they have agreed to file this Schedule 13G jointly in accordance with the provisions of Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended. | |
| (b) | Percent of class:
The Incomm Shares represent approximately 8.7% of the Issuer's Common Stock, based on 29,684,336 issued and outstanding shares of Common Stock of the Issuer as of June 5, 2025, as reflected in the Quarterly Report on Form 10-Q filed by the Issuer with the Securities and Exchange Commission on May 13, 2025, and a Current Report on Form 8-K filed by the Issuer with the Securities and Exchange Commission on June 5, 2025. | |
| (c) | Number of shares as to which the person has:
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| (i) Sole power to vote or to direct the vote:
Incomm 0
HIT 0
Smith 0 | ||
| (ii) Shared power to vote or to direct the vote:
Incomm 2,595,370
HIT 2,595,370
Smith 2,595,370 | ||
| (iii) Sole power to dispose or to direct the disposition of:
Incomm 0
HIT 0
Smith 0 | ||
| (iv) Shared power to dispose or to direct the disposition of:
Incomm 2,595,370
HIT 2,595,370
Smith 2,595,370 | ||
| Item 5. | Ownership of 5 Percent or Less of a Class. | |
| Item 6. | Ownership of more than 5 Percent on Behalf of Another Person. | |
Not Applicable
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| Item 7. | Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person. | |
Not Applicable
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| Item 8. | Identification and Classification of Members of the Group. | |
Not Applicable
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| Item 9. | Notice of Dissolution of Group. | |
Not Applicable
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| 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, other than activities solely in connection with a nomination under ?? 240.14a-11. |
| 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.
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