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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 3)*
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BIMI Holdings Inc. (Name of Issuer) |
Common Stock (Title of Class of Securities) |
05552Q301 (CUSIP Number) |
Fnu Oudom 725 5TH AVE, 15TH FLOOR SUITE 15-01, New York, NY, 10022 6468946029 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) |
05/21/2024 (Date of Event Which Requires Filing of This Statement) |
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.
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).
SCHEDULE 13D
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| CUSIP No. | 05552Q301 |
| 1 |
Name of reporting person
Oudom Fnu | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b)
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| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
PF | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
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| 6 | Citizenship or place of organization
VANUATU
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
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| 11 | Aggregate amount beneficially owned by each reporting person
11,782,287.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
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| 13 | Percent of class represented by amount in Row (11)
76.1 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
IN |
SCHEDULE 13D
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| Item 1. | Security and Issuer |
| (a) | Title of Class of Securities:
Common Stock |
| (b) | Name of Issuer:
BIMI Holdings Inc. |
| (c) | Address of Issuer's Principal Executive Offices:
725 5TH AVENUE, 15TH FLOOR, 15-01, 725 5TH AVENUE, 15TH FLOOR, 15-01, NEW YORK,
NEW YORK
, NEW YORK. |
| Item 2. | Identity and Background |
| (a) | Mr. Fnu Oudom |
| (b) | 725 5TH AVE, 15TH FLOOR SUITE 15-01 |
| (c) | The information set forth in the Statement in response to paragraphs (a) to (f) is in each case incorporated by reference herein in response to the disclosures required by the corresponding paragraphs of this Amendment No. 3. |
| (d) | Not applicable. |
| (e) | Not applicable. |
| (f) | Vanuatu |
| Item 3. | Source and Amount of Funds or Other Consideration |
On May 21, 2024, the Issuer entered into an agreement with the Reporting Person, according to which the Issuer converted a $1,123,500 loan and issued 1,518,243 shares of Common Stock to the Reporting Person. | |
| Item 4. | Purpose of Transaction |
The information set forth in the corresponding paragraph of the Statement with respect to the Reporting Person is incorporated by reference herein.
The Reporting Person reserves the right at any time to change its present intention with respect to any or all of the matters referred to in this Item 4, or to dispose of any or all of the securities of the Issuer purchased by him.
Except as set forth in Item 4 of the Statement, the Reporting Person has no current plans or proposals which relate to or would result in any of the actions specified in clauses (a) through (j) of Item 4 of Schedule 13D, although the Reporting Person does not rule out the possibility of effecting or seeking to effect any such actions in the future.
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| Item 5. | Interest in Securities of the Issuer |
| (a) | The responses to Items 11 and 13 of the cover pages to this Amendment are incorporated herein. |
| (b) | The responses to Items 7 through 10 of the cover pages to this Amendment are incorporated herein. |
| (c) | Except as described in this Amendment, the Reporting Person has not effected any transactions in securities of the Issuer in the last 60 days. |
| (d) | Other than the Reporting Person, no other person is known to have the right to receive or the power to direct the receipt of dividends from or the proceeds from the sale. |
| (e) | Not applicable. |
| Item 6. | Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer |
Except as described above under Item 3 and under Item 6 of the Statement, there are no contracts, arrangements, understandings or relationships (legal or otherwise) among the Reporting Persons and any other person with respect to any securities of the Company, including but not limited to transfer or voting of any of the securities, finders fees, joint ventures, loan or option arrangements, puts or calls, guarantees of profits, division of profits or loss, or the giving or withholding of proxies.
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| Item 7. | Material to be Filed as Exhibits. |
Debt Conversion Agreement dated May 21, 2024
https://www.sec.gov/Archives/edgar/data/1213660/000121390024046621/ea020686501ex10-1_bimi.htm |
| 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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