Mitesco (MITI) Form 3 True Nature Holding / Lawrence M. Diamond 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^*

Diamond Lawrence M.

(Last) (First) (Middle)

1355 PEACHTREE STREET

SUITE 1150

(Street)

ATLANTA GA 30309

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
10/01/2019

3. Issuer Name and Ticker or Trading Symbol
True Nature Holding, Inc. [ TNTY ]

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

X	Director	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)

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, par value $0.01 per share	1,000,000(1)	D
Common Stock, par value $0.01 per share	170,000	D
Common Stock, par value $0.01 per share	400,000	D
Common Stock, par value $0.01 per share	1,000,000(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 1,000,000 shares described herein are shares of restricted common stock issued in conjunction with a compensation agreement for members of the Company's Board of Directors and are subject to reverse vesting such that a) 250,000 shares are fully vested 90 days after joining the Board; b) 250,000 shares are fully vested 180 days after joining the Board, c) 250,000 shares are fully vested after 270 days after joining the Board, and d) 250,000 shares are fully vested after the filing and acceptance by the SEC of the Form 10K for the period ending 12/31/19.

2. The 1,000,000 described herein are restricted common stock issued in conjunction with a compensation agreement for senior executives of the company and are subject to reverse vesting such that a) 25% of restricted stock shares once the Employee has been with the Employer for 90 days from the effective date of this agreement; b) 25% of restricted stock shares once the Employer completes a capital raise of at least $2,000,000; c) 25% of restricted stock shares once the Employee has been with the Company for 365 days from the effective date of this agreement; d) 25% restricted stock shares once the Employer files a 10K that reports $20,000,000 in Gross Revenue.

	/s/ Lawrence M. Diamond	10/16/2019
	** 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).
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