GD Culture Group Limited (GDC) Form 4 TMSR HOLDING / Qi Zhang 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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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^*

Zhang Qi

(Last) (First) (Middle)

1615 SOUTH CONGRESS AVENUE, SUITE 103

(Street)

DELRAY BEACH FL 33445

(City) (State) (Zip)

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

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

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

3. Date of Earliest Transaction (Month/Day/Year)
02/06/2018

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(1)(2)	02/06/2018		J(3)		2,350,000	D	$10(3)	1,889,000	I	See Footnote(4)

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
Warrant(5)	$11.5	02/06/2018		P		3,250,000		03/08/2018	02/06/2023	Common Stock	1,625,000	$10(5)	3,250,000	D

1. Name and Address of Reporting Person^*

Zhang Qi

(Last) (First) (Middle)

1615 SOUTH CONGRESS AVENUE, SUITE 103

(Street)

DELRAY BEACH FL 33445

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Zhong Hui Holding Ltd

(Last) (First) (Middle)

ROOM 1501, 15/F, SPA CENTRE,

(Street)

WANCHAI K3 00000

(City) (State) (Zip)

Explanation of Responses:

1. On February 6, 2018, upon the consummation of the Issuer's business combination with China Sunlong Environmental Technology Inc. (the "Business Combination"), the Issuer changed its name from "JM Global Holding Company" to "TMSR Holding Company Limited" and its symbol from "WYIG" to "TMSR."

2. On February 6, 2018, Qi Zhang resigned as director of JM Global Holding Company.

3. Effective February 6, 2018, Zhong Hui Holding Limited ("ZHHL") redeemed an aggregate of 2,350,000 shares ("Shares") of common stock at a redemption price of $10.00 per share.

4. Qi Zhang, the former Chairman of the Issuer, is the sole owner of ZHHL, may be deemed the beneficial owner of the securities held by ZHHL and has sole voting and dispositive control over such securities.

5. On July 29, 2015, the Reporting Person acquired an aggregate of 3,250,000 units at a price of $10.00 per unit. Each unit consisted of one share of common stock and one warrant to purchase one-half of one share of common stock at an exercise price of $11.50 per full share. The warrants do not become exercisable until 30 days following the consummation of the Business Combination. None of such warrants have been exercised as of the date of this filing.

	/s/ Qi Zhang, Sole Director of Zhong Hui Holding Limited	03/09/2018
	/s/ Qi Zhang	03/09/2018
	** Signature of Reporting Person	Date
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