Item 1(a). | Name of issuer: |
Code Rebel Corporation (the “Issuer”).
Item 1(b). | Address of issuer's principal executive offices: |
77 Ho’Okele Street
Suite 102
Kahului, Hawaii 96732
Item 2(a). | Name of person filing |
Item 2(b). | Address of principal business office or, if none, residence |
Volodymyr Bykov
77 Ho’Okele Street
Suite 102
Kahului, Hawaii 96732
Citizenship: Ukraine
Item 2(d). | Title of class of securities: |
Common Stock, $0.0001 par value per share (the “Common Stock”).
19200J106
Item 3. | If this statement is filed pursuant to §§240.13d-1(b), or 240.13d-2(b) or (c), check whether the person filing is a: |
| (a) | / / | Broker or dealer registered under Section 15 of the Act (15 U.S.C. 78o); |
| (b) | / / | Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c); |
| (c) | / / | Insurance company as defined in Section 3(a)(19) of the Act (15 U.S.C. 78c); |
| (d) | / / | Investment company registered under Section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8); |
| (e) | / / | An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E); |
| (f) | / / | An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F); |
| (g) | / / | A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G); |
| (h) | / / | A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813); |
| (i) | / / | A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3); |
| (j) | / / | A non-U.S. institution in accordance with §240.13d—1(b)(1)(ii)(J); |
| (k) | / / | Group, in accordance with §240.13d—1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance with §240.13d—1(b)(1)(ii)(J), please specify the type of institution: _____ |
| (a) | Amount beneficially owned: |
As of the date hereof, and December 31, 2015, Volodymyr Bykov beneficially owned 1,500,000 shares of Common Stock.
As of the date hereof, and December 31, 2015, Mr. Bykov owned 11.2% of the outstanding shares of Common Stock. This percentage is calculated based on 13,354,225 shares of Common Stock outstanding as reported in the Issuer’s quarterly report on Form 10-Q for the period ended September 30, 2015, filed with the Securities and Exchange Commission on November 16, 2015.
| (c) | Number of shares as to which such person has: |
| (i) | Sole power to vote or to direct the vote |
See Cover Pages Items 5-9.
| (ii) | Shared power to vote or to direct the vote |
See Cover Pages Items 5-9.
| (iii) | Sole power to dispose or to direct the disposition of |
See Cover Pages Items 5-9.
| (iv) | Shared power to dispose or to direct the disposition of |
See Cover Pages Items 5-9.
Item 5. | Ownership of 5 Percent or Less of a Class. |
If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than 5 percent of the class of securities, check the following/ /
Item 6. | Ownership of More than 5 Percent on Behalf of Another Person. |
Not Applicable.
Item 7. | Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person. |
Not Applicable.
Item 8. | Identification and Classification of Members of the Group. |
Not Applicable.
Item 9. | Notice of Dissolution of Group. |
Not Applicable.
Not Applicable.
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.