SEC Form 4
FORM 4 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
or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
Hudson Randolph S

(Last) (First) (Middle)
4100 WEST FLAMINGO ROAD
SUITE 2750

(Street)
LAS VEGAS NV 89103-3949

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Encounter Technologies, Inc. [ ENTI ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director X 10% Owner
X Officer (give title below) X Other (specify below)
Chairman, Pres., CEO, Sec., Treas., Control Shareholder
3. Date of Earliest Transaction (Month/Day/Year)
08/24/2018
4. 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 Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 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, $0.001 par value per share 08/24/2018 07/26/2018 I(1) 2,272,449,597 D $50(2) 12,877,214,383(3) 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 (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 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 (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (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: 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
Explanation of Responses:
1. In exchange for the valuable consideration received by the Reporting Person from Schooner Equities, LLC, a Wyoming limited liability company, between approximately July 1, 2015 and July 26, 2018, the Reporting Person effected a discretionary transaction to dispose of the number of shares of the Issuer's securities reported hereunder.
2. The consideration received by the Reporting Person from Schooner Equities, LLC; however, the Reporting Person deems the consideration for the shares at the trading price on the determination date, which was $0.0001 per share.
3. As the result of the transaction being reported hereunder, the Reporting Person is no longer the majority holder of the Issuer's common stock. Moreover, the Reporting Person's percentage ownership of the Issuer's common stock as the result of the transaction reported hereunder is 42%.
Remarks:
Notwithstanding the effect of the transaction reported hereunder, the Reporting Person remains the issuer's control stockholder by virtue of his beneficial ownership of the total issued and outstanding shares of the Issuer's Series A Preferred Stock.
Randolph S. Hudson 08/27/2018
Reporting Person 08/27/2018
** 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 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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