Cannapowder (CAVG) Form 3 CANNAPOWDER / Shai Marco Cohen ownership change

SEC Form 3

FORM 3

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

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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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1. Name and Address of Reporting Person^*

Cohen Shai Marco

(Last) (First) (Middle)

5509 WINDMIER CIRCLE

(Street)

DALLAS TX 75252

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
04/18/2019

3. Issuer Name and Ticker or Trading Symbol
CANNAPOWDER, INC. [ CAPD ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

Director	X	10% Owner
Officer (give title below)		Other (specify below)

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	6,250,000(1)	I	By limited liability company

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Class A Common Stock Warrants (right to buy)	11/15/2017	11/15/2019	Common Stock	250,000(2)	0.5	I	By limited liability company
Class E Common Stock Warrants (right to buy)	11/01/2018	11/01/2022	Common Stock	100,000	0.01	I	By limited liability company
Class E Common Stock Warrants (right to buy)	01/31/2019	01/31/2023	Common Stock	50,000	0.01	I	By limited liability company
Class F Common Stock Warrants (right to buy)	11/01/2018	11/01/2021	Common Stock	100,000	3	I	By limited liability company
Class G Common Stock Warrants (right to buy)	11/01/2018	11/01/2023	Common Stock	200,000	5	I	By limited liability company
Class H Common Stock Warrants (right to buy)	11/01/2018	11/01/2023	Common Stock	100,000	1	I	By limited liability company

Explanation of Responses:

1. The reporting person disclaims beneficial ownership as to an aggregate of 3,205,000 shares over which he has no pecuniary interest.

2. The reporting person disclaims beneficial ownership as to 200,000 shares issuable upon exercise of the warrant over which he has no pecuniary interest.

	/s/Shai Cohen	05/09/2019
	** 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 5 (b)(v).
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