Formation Minerals (FOMI) Form 3 FORMATION MINERALS / Scott Cox 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^*

Cox Scott

(Last) (First) (Middle)

P.O. BOX 67

(Street)

JACKSBORO TX 76458

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
05/09/2024

3. Issuer Name and Ticker or Trading Symbol
FORMATION MINERALS, INC. [ FOMI ]

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

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
President, CEO & CFO

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	66,563	D(1)
Common Stock	6,657	I(2)	By spouse

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
Class A Convertible Preferred Stock	(3)	(3)	Common Stock	1,665	0	D

Explanation of Responses:

1. Pursuant to that certain Agreement and Plan of Merger (the "Merger Agreement"), dated as of December 11, 2023 and amended as of February 8, 2024, by and between Verde Bio Holdings, Inc. ("Verde"), SensaSure Technologies Inc. (now known as Formation Minerals, Inc., the "Issuer"), and Formation Minerals, Inc., a direct, wholly owned subsidiary of the Issuer, the Reporting Person received 66,563 and the Reporting Person's spouse received 6,657 shares, respectively, of the Issuer's common stock, par value $0.01 per share ("Common Stock"), in exchange for the 20,000,000 shares and 2,000,000 shares of Verde common stock, par value $0.001 per share, that the Reporting Person and the Reporting Person's spouse held, respectively prior to the effective time of the merger. On the effective date of the merger, the closing price of the Issuer's common stock was $0.75 per share and the closing price of Verde's common stock was $0.0004 per share.

2. The Reporting Person disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose, except to the extent of his pecuniary interest therein.

3. Pursuant to the Merger Agreement, the Reporting Person received 1,665 shares of the Issuer's Class A convertible preferred stock ("Class A Preferred Stock"), par value $0.01 per share, in exchange for the 500,000 shares of Verds Series A convertible preferred stock, par value $0.001 per share, that the Reporting Person held prior to the effective time of the merger, having a market value of $0.75 per share. Each share of Class A Preferred Stock is convertible at any time, at the holder's election, into one share of Common Stock and is entitled to 100,000 votes per share and votes together with the holder of Common Stock and other shares of the Issuer's preferred stock as a single class.

	/s/ Scott A. Cox	05/13/2024
	** 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 5 (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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