GD Culture Group Limited (GDC) Form 3 TMSR HOLDING / Jiazhen Li ownership change

SEC Form 3

FORM 3

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

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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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1. Name and Address of Reporting Person^*

Li Jiazhen

(Last) (First) (Middle)

A101 HANZHENG STREET CITY INDUSTRY PARK,

NO.21 JIEFANG AVENUE, QIAOKOU DISTRICT

(Street)

WUHAN HUBEI F4 430030

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
02/06/2018

3. Issuer Name and Ticker or Trading Symbol
TMSR HOLDING Co Ltd [ TMSR ]

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

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

5. 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 Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	4,842,880(1)(2)	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. The Reporting Person acquired these shares pursuant to the Share Exchange Agreement made and entered into as of August 28, 2017 by and among: (i) JM Global Holding Company, a Delaware corporation; (ii) Zhong Hui Holding Limited, a Republic of Seychelles registered company, in the capacity as the representative from and after the Closing (as defined below) for the shareholders of the Purchaser other than the Sellers and their successors and assigns in accordance with the terms and conditions of this Agreement; (iii) China Sunlong Environmental Technology, Inc., a Cayman Islands business company with limited liability; (iv) each of the shareholders of the Company named on Annex I of the Share Exchange Agreement; and (v) Chuanliu Ni, a Chinese citizen who is the Chief Executive Officer and director of the Company, in the capacity as the representative for the Sellers in accordance with the terms and conditions of the Share Exchange Agreement.

2. These shares were issued to Hopeway International Enterprises Limited, where Jiazhen Li serves as the sole director and therefore is the beneficial owner of these shares.

	/s/ Jiazhen Li	02/13/2018
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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