Sec Form 3 Filing - Rosenberg, Jacob @ DanDrit Biotech USA, Inc. - 2014-02-12

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 Rosenberg, Jacob 2. Issuer Name and Ticker or Trading Symbol DanDrit Biotech USA, Inc. [ NONE] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director _____ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) PO BOX 189 3. Date of Earliest Transaction (MM/DD/YY) 02/12/2014 (Street) RANDOLPH, VT05060 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, par value $0.0001 per share 31,476 ( 1 ) D ( 2 ) Common Stock 31,476 I By JARO Holding ApS

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

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Rosenberg, Jacob PO BOX 189 RANDOLPH, VT05060 X Signatures /s/ Jacob Rosenberg 02/21/2014 Signature of Reporting Person Date

Explanation of Responses:

( 1 )On February 12, 2014, the Issuer agreed to issue an aggregate of 6,000,000 shares of common stock to shareholders of DanDrit Biotech A/S ("DanDrit A/S") in connection with that certain Share Exchange Agreement (the "Share Exchange"), by and among the Issuer, DanDrit A/S and N.E. Nielsen, whereby the shareholders of DanDrit A/S agreed to exchange their shares for shares of the Issuer. As a result of the Share Exchange, the Issuer changed its name DanDrit Biotech USA, Inc. and Dr. Rosenberg a director of the Issuer. ( 2 )Represents the securities of the Issuer owned of record by JARO Holding ApS and beneficially owned by Mr. Rosenberg, who has voting power and dispositive control of JARO Holding ApS.

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).

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