Mullen Automotive (MULN) Form 4 Net Element / Nurlan Abdouv 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^*

Abdouv Nurlan

(Last) (First) (Middle)

100 GAGARIN STREET, APT. 142

(Street)

ALMATY 1P

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Net Element, Inc. [ NETE ]

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

	Director		10% Owner
	Officer (give title below)	X	Other (specify below)
9.56% post-sale

3. Date of Earliest Transaction (Month/Day/Year)
04/13/2015

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	04/13/2015		S(1)		2,518,688	D	$2	0	I	By K1 Holding Limited
Common Stock								4,538,737	I	By Beno Distribution Ltd.(2)

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^*

Abdouv Nurlan

(Last) (First) (Middle)

100 GAGARIN STREET, APT. 142

(Street)

ALMATY 1P

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

BENO DISTRIBUTION, LTD

(Last) (First) (Middle)

P.O. BOX 146, ROAD TOWN

(Street)

TORTOLA D8 VG 1110

(City) (State) (Zip)

Explanation of Responses:

1. K1 Holding Limited sold such security in a private sale pursuant to a privately negotiated Stock Purchase Agreement dated April 13, 2015.

2. Such securities are owned directly by Beno Distribution Ltd. Nurlan Abdouv may be deemed to share beneficial ownership of the security held by Beno Distributions Ltd. by virtue of his status as the sole shareholder of Beno Distribution Ltd. Nurlan Abdouv disclaims beneficial ownership of such shares, except to the extent of his pecuniary interest therein.

	/s/ Nurlan Abduov, individually and as sole shareholder of Beno Distribution Ltd. and K 1 Holding Limited	04/15/2015
	** 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).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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