QDM International (QDMI) Form 4 QDM International / Erkai Wang ownership change

SEC Form 4

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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X

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^*

Ruiyin Capital Ltd

(Last) (First) (Middle)

RM 4G, 15/F, SUNWISE INDUSTRIAL BUILDING

16-26 WANG WO TSAI STREET

(Street)

TSUEN WAN K3 00000

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
QDM International Inc. [ QDMI ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
02/01/2023

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

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

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

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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 Stock	08/01/2024		S		1,759,246(2)	D	$1	26,240,754(2)	D
Common Stock	08/01/2024		S		10,000,000(2)	D	$1	28,000,000(2)	D
Common Stock	08/01/2024		S		10,000,000(2)	D	$1	38,000,000(2)	D
Common Stock	02/01/2023		P		48,000,000(1)(2)	A	$0.0081(1)	48,000,000(1)(2)	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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

1. Name and Address of Reporting Person^*

Ruiyin Capital Ltd

(Last) (First) (Middle)

RM 4G, 15/F, SUNWISE INDUSTRIAL BUILDING

16-26 WANG WO TSAI STREET

(Street)

TSUEN WAN K3 00000

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Wang Erkai

(Last) (First) (Middle)

RM 4G, 15/F, SUNWISE INDUSTRIAL BUILDING

16-26 WANG WO TSAI STREET

(Street)

TSUEN WAN K3 00000

(City) (State) (Zip)

Explanation of Responses:

1. Giving effect to the issuer's forward stock split at a ratio of 10-for-1 effected in April 2024.

2. Mr. Wang is the sole director and shareholder of Ruiyin Capital Limited. Mr. Wang may be deemed to have beneficial ownership of the shares of common stock held by Ruiyin Capital Limited.

	By: /s/ Erkai Wang Title: Director of Ruiyin Capital Limited	08/20/2024
	/s/ Erkai Wang	08/20/2024
	** 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).
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