0001846718-23-000035.txt : 20230208
0001846718-23-000035.hdr.sgml : 20230208
20230207194127
ACCESSION NUMBER: 0001846718-23-000035
CONFORMED SUBMISSION TYPE: SC 13G/A
PUBLIC DOCUMENT COUNT: 1
FILED AS OF DATE: 20230208
DATE AS OF CHANGE: 20230207
SUBJECT COMPANY:
COMPANY DATA:
COMPANY CONFORMED NAME: Qomolangma Acquisition Corp.
CENTRAL INDEX KEY: 0001894210
STANDARD INDUSTRIAL CLASSIFICATION: BLANK CHECKS [6770]
IRS NUMBER: 863733656
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: SC 13G/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 005-93772
FILM NUMBER: 23596650
BUSINESS ADDRESS:
STREET 1: 1178 BROADWAY
STREET 2: 3RD FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10001
BUSINESS PHONE: 6267574601
MAIL ADDRESS:
STREET 1: 1178 BROADWAY
STREET 2: 3RD FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10001
FILED BY:
COMPANY DATA:
COMPANY CONFORMED NAME: Space Summit Capital LLC
CENTRAL INDEX KEY: 0001846718
IRS NUMBER: 854291525
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: SC 13G/A
BUSINESS ADDRESS:
STREET 1: 15455 ALBRIGHT STREET
CITY: PACIFIC PALISADES
STATE: CA
ZIP: 90272
BUSINESS PHONE: 310-699-0444
MAIL ADDRESS:
STREET 1: 15455 ALBRIGHT STREET
CITY: PACIFIC PALISADES
STATE: CA
ZIP: 90272
SC 13G/A
1
qomou13gamend.txt
QOMOU13GAMEND
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
Qomolangma Acquisition Corp.
(Name of Issuer)
Units
(Title of Class of Securities)
None Issued
(CUSIP Number)
December 31, 2022
(Date of Event which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant
to which this Schedule is filed:
Rule 13d-1(b)
x Rule 13d-1(c)
Rule 13d-1(d)
*The remainder of this cover page shall be filled
out for a reporting person's initial filing on this
form with respect to the subject class of securities,
and for any subsequent amendment containing information
which would alter the disclosures provided in a
prior cover page.
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).
Continued on following pages
Page 1 of 4 Pages
CUSIP NO. None Issued Page 2 of 4 Pages
CUSIP No. None Issued
(1) Names of reporting persons Space Summit Capital LLC
(2) Check the appropriate box if a member of a group (a)
(see instructions) (b)
(3) SEC use only
(4) Citizenship or place of organization Delaware
Number of shares beneficially owned by each reporting person with:
(5) Sole voting power 314,219
(6) Shared voting power 0
(7) Sole dispositive power 314,219
(8) Shared dispositive power 0
(9) Aggregate amount beneficially owned by each reporting person 314,219
(10) Check if the aggregate amount in Row (9) excludes certain shares
(see instructions)
(11) Percent of class represented by amount in Row (9) 5.46%
(12) Type of reporting person (see instructions) IA
* Based on a total of 5,750,000 shares outstanding of the
Issuer as set forth in the Issuer's
most recent 8K, Filed October 7, 2022.
Item 1(a). Name of Issuer:
Qomolangma Acquisition Corp. (the Issuer).
Item 1(b). Address of the Issuer's Principal Executive Offices:
1178 BROADWAY, 3RD FLOOR, NEW YORK, NY, 10001
Item 2(a). Name of Person Filing
Space Summit Capital LLC (the Reporting Person)
Item 2(b). Address of Principal Business Office or, if None, Residence:
15455 Albright Street, Pacific Palisades, CA 90272
Item 2(c). Citizenship:
The Reporting Person is a Delaware limited liability company.
Item 2(d).
Title of Class of Securities:
Units (the Shares).
CUSIP NO. None Issued Page 3 of 4 Pages
Item 2(e). CUSIP Number: None Issued
Item 3.
If this statement is filed pursuant to Rule 13d-1(b), or 13d-2(b) or (c),
check whether the person filing is a:
(a) o Broker or dealer registered under section 15 of the Act
(15 U.S.C. 78o).
(b) o Bank as defined in section 3(a)(6) of the Act
(15 U.S.C. 78c).
(c) o Insurance company as defined in section 3(a)(19)
of the Act (15 U.S.C. 78c).
(d) o Investment company registered under section 8 of the
Investment Company Act of 1940 (15 U.S.C 80a-8).
(e) o An investment adviser in accordance with
240.13d-1(b)(1)(ii)(E);
(f) o An employee benefit plan or endowment
fund in accordance with 240.13d-1(b)(1)(ii)(F);
(g) o A parent holding company or control person in accordance with
240.13d-1(b)(1)(ii)(G);
(h) o A savings associations as defined in Section 3(b) of the
Federal Deposit Insurance Act (12 U.S.C. 1813);
(i) o A church plan that is excluded from the definition
of an investment company under section 3(c)(14) of the
Investment Company Act of 1940 (15 U.S.C. 80a-3);Page 5 of 6 pages
(j) o Group, in accordance with 240.13d-1(b)(1)(ii)(J)
Item 4. Ownership:
Item 4(a).
Amount Beneficially Owned:
As of the date hereof, the Reporting Person may be deemed to be
the beneficial owner of 314,219 Shares.
Item 4(b).
Percent of Class:
As of the date hereof, the Reporting Person may be deemed to be the beneficial
owner of 5.46% of the total number of Shares outstanding.
CUSIP NO. None Issued Page 4 of 4 Pages
Item 4(c). Number of shares as to which such person has:
Space Summit Capital LLC
(i) Sole power to vote or direct the vote 314,219
(ii) Shared power to vote or to direct the vote 0
(iii) Sole power to dispose or to direct the disposition of 314,219
(iv) Shared power to dispose or to direct the disposition of 0
Item 5. Ownership of Five Percent or Less of a Class:
This Item 5 is not applicable.
Item 6. Ownership of More than Five Percent on Behalf of Another Person:
This Item 6 is not applicable.
Item 7. Identification and Classification of the Subsidiary Which Acquired
the Security Being Reported on by the Parent Holding Company:
This Item 7 is not applicable.
Item 8. Identification and Classification of Members of the Group:
This Item 8 is not applicable.
Item 9. Notice of Dissolution of Group:
This Item 9 is not applicable.
Item 10. Certification:
By signing below the Reporting Person certifies that, to the best
of such person's knowledge and belief, the securities referred
to above were not acquired and are not held for the purpose
of or with the effect of changing or influencing the control
of the issuer of the securities and were not acquired and
are not held in connection with or as a participant in any
transaction having such purpose or effect.
SIGNATURES
After reasonable inquiry and to the best of my knowledge
and belief, the undersigned certifies that the information
set forth in this statement is true, complete and correct.
Date: 02/07/2023 Space Summit Capital LLC
By: /s/ Keith Fleischmann
Keith Fleischmann
Managing Member