| 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*
(Street)
| 2. Date of Event Requiring Statement (Month/Day/Year) 12/09/2019 | 3. Issuer Name and Ticker or Trading Symbol Resonate Blends, Inc. [ KOAN ] | |||||||||||||
| 4. Relationship of Reporting Person(s) to Issuer (Check all applicable)
| 5. If Amendment, Date of Original Filed (Month/Day/Year) | ||||||||||||||
6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Beneficially Owned | |||
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| 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 | 1,000,000 | D | |
| Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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| 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 | ||||
| Warrant (right to buy) | 10/25/2019 | 10/25/2022 | Common Stock | 250,000 | 0.1 | D | |
| Warrant (right to buy) | 04/25/2020 | 10/25/2022 | Common Stock | 250,000 | 0.1 | D | |
| Warrant (right to buy) | 12/09/2019 | 12/09/2022 | Common Stock | 1,232,880 | 0.1 | D | |
| Convertible Loan | 03/08/2020 | 06/09/2020(1) | Common Stock | 2,150,638(2) | 0.1 | D | |
| Explanation of Responses: |
| 1. On December 9, 2020, the Reporting Person made a $210,000 loan to Textmunication Holdings, Inc. (a predecessor by merger of the Issuer). Beginning 90 days after issuance, the Convertible Loan could be prepaid without penalty by the Issuer or converted into Common Stock of the Issuer upon the Reporting Person's election. The loan was set to mature on June 9, 2020, at which time the option to convert was set to terminate with the payment in full of the loan by the Issuer. |
| 2. Beginning 90 days after issuance, the Convertible Loan could be converted at the Reporting Person's election into Common Stock of the Issuer at a conversion price of $.10. Prior to conversion or repayment, the loan accrued interest at 10 percent per annum If, prior to any prepayment, the loan was converted on the 90th day, the Reporting Person would receive 2,150,638 shares of Common Stock. |
| /s/ Richard Hoge | 06/25/2021 | |
| ** 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). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||
