Sec Form 3 Filing - Fusion Fuel Green PLC @ Quality Industrial Corp. - 2024-11-26

Insider filing report for Changes in Beneficial Ownership
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FORM 3
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Fusion Fuel Green PLC
2. Issuer Name and Ticker or Trading Symbol
Quality Industrial Corp. [ QIND]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director X __ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
15-18 EARLSFORT TERRACE
3. Date of Earliest Transaction (MM/DD/YY)
11/26/2024
(Street)
DUBLIN, L2D02 YX28
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 78,312,334 ( 1 ) D
Series B Convertible Preferred Stock 20,000 ( 1 ) D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Series B Convertible Preferred Stock ( 2 ) ( 2 ) ( 2 ) Common Stock 20,000,000 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Fusion Fuel Green PLC
15-18 EARLSFORT TERRACE
DUBLIN, L2D02 YX28
X
Signatures
/s/ John-Paul Backwell 12/06/2024
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Beneficial ownership of the shares was acquired from the Sellers (as defined below) on November 26, 2024 pursuant to a Stock Purchase Agreement (the "Agreement"), dated November 18, 2024, by and among the reporting person, Quality Industrial Corp., a Nevada corporation ("Quality"), and certain stockholders of Quality (the "Sellers"). The Agreement requires that the reporting person return the shares to the Sellers (i) within 15 calendar days after the Extended Meeting Deadline (as defined in the Agreement) if despite the reporting person's reasonable best efforts, the Shareholder Approval (as defined in the Agreement) is not obtained by the Extended Meeting Deadline; or (ii) if the reporting person fails to allocate cash raised from the Company Financing (as defined in the Agreement) in compliance with the Agreement, and the issuer continues to fail to do so within five calendar days after written notice from Quality.
( 2 )Each share of Series B Convertible Preferred Stock of the issuer is convertible into 1,000 shares of common stock of the issuer at the option of the reporting person, except in the event that such conversion would result in such holder's beneficial ownership of the common stock of the issuer exceeding 9.99% of the outstanding common stock of the issuer immediately after conversion.

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 4(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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