Insider filing report for Changes in Beneficial Ownership
- Schedule 13G & 13D forms are used to report a party's ownership of stock which exceeds 5% of a company's total stock issue.
- Schedule 13G is a shorter version of Schedule 13D with fewer reporting requirements.
"Insiders might sell their shares for any number of reasons, but they buy them for only one: they think the price will rise"
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- Peter Lynch
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
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Hartford Great Health Corp. (Name of Issuer) |
Common Stock (Title of Class of Securities) |
41653H106 (CUSIP Number) |
William Barnett 60 Kavenish Dr., Rancho Mirage, CA, 92270 (442) 274-7571 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) |
03/12/2024 (Date of Event Which Requires Filing of This Statement) |
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.
The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the
Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other
provisions of the Act (however, see the Notes).
SCHEDULE 13D
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| CUSIP No. | 41653H106 |
| 1 |
Name of reporting person
Song Lianyue | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b)
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| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
PF | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
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| 6 | Citizenship or place of organization
CHINA
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
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| 11 | Aggregate amount beneficially owned by each reporting person
68,184,880.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
68.1 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
IN |
Comment for Type of Reporting Person:
Based on 100,108,000 shares of Common Stock outstanding as of April 4, 2024, as reported by the Issuer to the Reporting Person.
SCHEDULE 13D
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| Item 1. | Security and Issuer |
| (a) | Title of Class of Securities:
Common Stock |
| (b) | Name of Issuer:
Hartford Great Health Corp. |
| (c) | Address of Issuer's Principal Executive Offices:
8832 GLENDON WAY, 8832 GLENDON WAY, ROSEMEAD,
CALIFORNIA
, 91770. |
| Item 2. | Identity and Background |
| (a) | Lianyue Song |
| (b) | 8832 Glendon Way, Rosemead, CA 91770 |
| (c) | Lianyue Song is an individual and an investor. Other than his ownership of common stock of the Issuer by himself, he does not own any other securities of the Issuer nor is a party to any contract, agreement or understanding required to be disclosed herein. He is not affiliated with any other public companies. |
| (d) | During the last five years, Mr. Song has not been: (i) convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors); or (ii) a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws. |
| (e) | During the last five years, Mr. Song has not been: (i) convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors); or (ii) a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws. |
| (f) | China |
| Item 3. | Source and Amount of Funds or Other Consideration |
The source of funds for the acquisition of shares of the Company was the personal funds of Mr. Song. | |
| Item 4. | Purpose of Transaction |
This Schedule 13D/A is being filed as a result of a change in the percentage of beneficial ownership of common stock of the Issuer by the Reporting Person due to the sale on March 12 and 13, 2024 of an aggregate of 26,654,320 shares of the Issuer's Common Stock for consideration valued at $623,000 and the acquisition of 9,674,000 shares of the Issuer's Common Stock on March 19, 2024, for consideration of $193,480 leaving the Reporting Person with a total of 68,184,880 shares of the Issuer's Common Stock, representing approximately 68.1% of the total issued and outstanding Common Stock of the issuer as of the date hereof. All of the sales and purchases were private transactions between the Reporting Person and shareholders of the Issuer. All of the shares were restricted shares and remained restricted shares after such sale and acquisitions. | |
| Item 5. | Interest in Securities of the Issuer |
| (a) | The Reporting Person currently beneficially owns 68,184,880 shares of Common Stock, which represents 68.1% of the outstanding shares of Common Stock of the Issuer. Such percentage and the percentages below are calculated based on 100,108,000 shares of Common Stock outstanding as of April 4, 2024. The following summarizes the Reporting Persons' acquisition and disposition of shares of Common Stock, all of which have been previously reported on Form 3 filing made with the SEC under Section 16 of the Securities Exchange Act of 1934, together with other filings of the Issuer made on Forms 10-Q, Forms 10-K, Form 13D and proxy statements. |
| (b) | Please see 5(a) above. |
| (c) | Other than as reported herein and Item 6, the Reporting Person has not affected any transactions in the Common Stock during the past 60 days of this Report. |
| (d) | Other than as described herein, to the knowledge of the Reporting Person, no other person has the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of the 68,184,880 shares of Common Stock of the Issuer over which Mr. Song has beneficial ownership. |
| (e) | Not applicable. |
| Item 6. | Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer |
Except for an Acceleration Program Participation Agreement between the Issuer, Mr. Song and US Unicorn Foundation Inc. wherein in exchange for 4,004,320 shares of common stock owned by Mr. Song, Unicorn will render consulting services to the Issuer to expedite its business goals and to help with those services required to prepare the Issuer to up-list to an appropriate stock exchange, there are no contracts, arrangements, understandings, or relationships (legal or otherwise) among the Reporting Person or between the Reporting Person and any person with respect to any securities of the Issuer, including any class of the Issuer's securities used as reference security, in connection with any of the following: call options, put options, security-based swaps or any other derivative securities, transfer or voting of any of the securities, finder's fees, joint ventures, loan or option arrangements, guarantees of profits, division of profits or loss, or the giving or withholding of proxies, naming the persons with whom such contracts, arrangements, understandings, or relationships have been entered into. | |
| Item 7. | Material to be Filed as Exhibits. |
Not Applicable |
| SIGNATURE | |
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
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