ToughBuilt Industries (TBLT) Form 3 Initial statement of insider ownership

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^*

Titan Advisors, LLC

(Last) (First) (Middle)

750 WASHINGTON BLVD.

FLOOR 10

(Street)

STAMFORD CT 06901

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
12/31/2018

3. Issuer Name and Ticker or Trading Symbol
Toughbuilt Industries, Inc [ TBLT ]

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

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

5. 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 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)
Class A common stock, $0.0001 par value per share	1,416,743	I	See Footnote(1)

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
Series A Warrants	(2)	11/13/2023	Common Stock	925,000	5.5	I	See footnote(1)
Series B Warrants	(2)	11/13/2019	Common Stock	925,000	5.5	I	See footnote(1)

1. Name and Address of Reporting Person^*

Titan Advisors, LLC

(Last) (First) (Middle)

750 WASHINGTON BLVD.

FLOOR 10

(Street)

STAMFORD CT 06901

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

HSPL Holdings, LLC

(Last) (First) (Middle)

750 WASHINGTON BLVD.

10TH FLOOR

(Street)

STAMFORD CT 06901

(City) (State) (Zip)

Explanation of Responses:

1. The shares of Class A common stock and options reported herein are held of record by HSPL Holdings , LLC. Titan Advisors, LLC is the Manager of HSPL Holdings, LLC. Each Reporting Person disclaims beneficial ownership of the shares of Common Stock, except to the extent of its pecuniary interest therein, and this shall not be deemed to be an admission that HSPL is a beneficial owner of such shares of Common Stock.

2. The warrants are currently exercisable but each Reporting Person may not exercise due to a beneficial ownership limitation of 9.99% and such shares underlying the warrants are not counted for purposes of beneficial ownership to the extent that the beneficial ownership limitation is applicable.

	/s/ HSPL HOLDINGS, LLC, By: Titan Advisors, LLC, Its Manager, Darren Ross, Principal & Managing Director	01/10/2019
	/s/ TITAN ADVISORS, LLC by Darren Ross, Principal & Managing Director	01/10/2019
	** Signature of Reporting Person	Date
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