The OLB Group, Inc.
200 Park Avenue, Suite 1700
New York, NY 10166
December 15, 2021
VIA EDGAR
U.S. Securities and Exchange Commission
Division of Corporation Finance
Office of Trade & Services
100 F Street, N.E.
Washington, D.C. 20549
Attention: Brian Fetterolf
Re: | The OLB Group, Inc. |
Amendment No. 1 to Form S-3 on Form S-1 Registration Statement
Filed December 3, 2021
File No. 333-261153
Dear Mr. Fetterolf:
The OLB Group, Inc. (the “Company” or “we”) hereby transmits its response to the comment letter received from the staff (the “Staff”) of the U.S. Securities and Exchange Commission (the “Commission”), dated December 13, 2021, regarding the Amendment No. 1 to Form S-3 on Form S-1 Registration Statement filed December 3, 2021 (“Amendment No. 1”).
For the Staff’s convenience, we have repeated below the Staff’s comment in bold, and have followed the comment with the Company’s response. Changes made in response to the Staff’s comments have been made in the Company’s Amendment No. 2 to Registration Statement on Form S-1, which is being filed with the Commission contemporaneously with the submission of this letter.
Amendment No. 1 to Form S-3 on Form S-1 Registration Statement filed December 3, 2021
General
1. | Please amend your registration statement to include the following information: • a summary of your risk factors pursuant to Item 105(b) of Regulation S-K; • a description of your common stock pursuant to Item 202 of Regulation S-K; and • a beneficial ownership table as of the most recent practicable date pursuant to Item 403 of Regulation S-K. |
Response: In response to the Staff’s comment, the Company has included the information set forth in the comment in Amendment No. 2 to the Registration Statement on Form S-1.
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We thank the Staff for its review of the foregoing. If you have further comments, we ask that you forward them by electronic mail to our counsel, Barry I. Grossman, Esq. at bigrossman@egsllp.com or by telephone at (212) 370-1300.
Very truly yours, | |
/s/ Ronny Yakov | |
Ronny Yakov Chief Executive Officer |
cc: | Barry I. Grossman, Esq. David Selengut, Esq. Samuel Katz, Esq. |
Ellenoff Grossman & Schole LLP |