BlackStar Enterprise (BEGI) Form 5 Annual statement of changes in insider ownership

SEC Form 5

FORM 5

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

ANNUAL 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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Form 3 Holdings Reported.

X

Form 4 Transactions Reported.

1. Name and Address of Reporting Person^*

INTERNATIONAL HEDGE GROUP, INC.

(Last) (First) (Middle)

1711 WALES DRIVE

(Street)

BERTHOUD CO 80513

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
BLACKSTAR ENTERPRISE GROUP, INC. [ BEGI ]

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

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

3. Statement for Issuer's Fiscal Year Ended (Month/Day/Year)
12/31/2021

4. 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 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 at end of Issuer's Fiscal Year (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
				Amount	(A) or (D)	Price
Common Stock	06/22/2018		J4(1)	962,963	A	(1)	12,242,593(1)	D
Common Stock	01/25/2019		J4(2)	10,000	D	(2)	4,792,702(2)	D
Common Stock	05/28/2019		J4(2)	150,000	D	(2)	4,792,702(2)	D
Common Stock	06/26/2019		J4(2)	139,891	D	(2)	4,792,702(2)	D
Common Stock	12/17/2019		J4(2)	7,150,000	D	(2)	4,792,702(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)
					(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Class A Convertible Preferred Stock	(3)						01/25/2016	(3)	Common Stock	100,000,000		1,000,000(3)	D

Explanation of Responses:

1. As part of the cancellation of the previously reported retirement of 16,370,370 shares to treasury by International Hedge Group, Inc. occurring on June 18, 2018, 962,963 shares were issued back to IHG, Inc. (should have been issued to International Hedge Group, Inc.) creating a separate certificate on June 22, 2018. Thus, the total holdings of International Hedge Group, Inc. (including certificates listed as IHG, Inc.) should have been 12,242,593 as of December 31, 2018.

2. On January 25, 2019, International Hedge Group, Inc. retired 10,000 shares to treasury simultaneously to the issuance of 10,000 shares issued for services. On May 28, 2019, International Hedge Group, Inc. (certificate listed as IHG, Inc.) retired 150,000 shares to treasury simultaneously to the issuance of 150,000 shares issued to loan holders. On June 26, 2019, International Hedge Group, Inc. retired 139,831 shares (certificate listed as IHG, Inc.) to treasury simultaneously to the issuance of 139,831 shares issued under the Power Up Lending convertible promissory note. On December 17, 2019, International Hedge Group, Inc. retired 150,000 shares to treasury simultaneously to the issuance of 150,000 shares issued to loan holders and retired an additional 7,000,000 shares to treasury as part of management's anti-dilutive strategy. The total shares beneficially owned by International Hedge Group, Inc. (including IHG, Inc. certificates) as of December 31, 2019, 2020 and 2021 was 4,792,702

3. The Class A Preferred Convertible Stock can be converted at any time at a ratio of 100 shares of the common stock of the Company for each share of preferred stock of the Company. These shares do not have an expiration date. John Noble Harris, the Issuer's CEO and Director and Joseph E. Kurczodyna, the Issuer's CFO and Director, are Officers, Directors and Owners of International Hedge Group, Inc. Mr. Kurczodyna is the controlling shareholder of IHG through his sole ownership of preferred voting stock of IHG. Mr. Kurczodyna, through IHG, controls voting of the BlackStar Class A Super Majority Voting Preferred Stock which votes 60% of the common at all times and has the right to convert all of the Class A Super Majority Voting Preferred Stock (1,000,000 shares) into 100,000,000 shares of common stock of the Company. No conversion of preferred shares is planned at this time.

	/s/ Joseph Kurczodyna, CFO	06/30/2022
	** Signature of Reporting Person	Date
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