0001213900-24-001191.txt : 20240104 0001213900-24-001191.hdr.sgml : 20240104 20240104162830 ACCESSION NUMBER: 0001213900-24-001191 CONFORMED SUBMISSION TYPE: 1-U PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20240104 ITEM INFORMATION: Changes in Control of Issuer ITEM INFORMATION: Departure of Certain Officers FILED AS OF DATE: 20240104 FILER: COMPANY DATA: COMPANY CONFORMED NAME: WEB3 Corp CENTRAL INDEX KEY: 0001953988 STANDARD INDUSTRIAL CLASSIFICATION: SHORT-TERM BUSINESS CREDIT INSTITUTIONS [6153] ORGANIZATION NAME: 02 Finance IRS NUMBER: 920286004 STATE OF INCORPORATION: FL FISCAL YEAR END: 1031 FILING VALUES: FORM TYPE: 1-U SEC ACT: 1933 Act SEC FILE NUMBER: 24R-00857 FILM NUMBER: 24512325 BUSINESS ADDRESS: STREET 1: 37 N ORANGE STREET 2: 500 CITY: ORLANDO STATE: FL ZIP: 32801 BUSINESS PHONE: 4073124405 MAIL ADDRESS: STREET 1: 37 N ORANGE STREET 2: 500 CITY: ORLANDO STATE: FL ZIP: 32801 FORMER COMPANY: FORMER CONFORMED NAME: Stirling Bridge Group Inc DATE OF NAME CHANGE: 20221109 1-U 1 ea191198-1u_web3corp.htm CURRENT REPORT

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 1-U

CURRENT REPORT PURSUANT TO REGULATION A

Date of Report (Date of earliest event reported) January 4, 2023

WEB3 CORPORATION

(Exact name of issuer as specified in its charter)

Florida		92-0586004
State or other jurisdiction of incorporation or organization		(I.R.S. Employer Identification No.)

3762 Roscommon Dr., Ste. 137

(Full mailing address of principal executive offices)

(407) 705-2054

(Issuer’s telephone number, including area code)

Title of each class of securities issued pursuant to Regulation A: Class A Common

Item 6. Change of Control.

On January 3, 2024, there was a change of control of the Company. On that date, the Company consummated a transaction, pursuant to which it acquired 100% of the outstanding stock of HelioSpace Corporation (“Helio”), in exchange for the issuance of 9,795,733 new shares to the owners of Helio. That represents a change of control as, once all transfers are concluded, there will be a total of 10,894,433 shares outstanding and the Helio owners will own 90% of the issued and outstanding common shares.

There are no arrangements among any current control persons regarding election of directors or other similar matters.

There are no other pledges, agreements or matters currently in existence that would lead to any future change of control of the Company.

Item 7. Departure of Certain Officers

As of January 3, 2024, Mr. Jim Byrd resigned as President, Secretary, Treasurer and Director. On January 3, 2024, the following persons were appointed as Officers and Directors for the Company.

Gregory T. Delory, President, Secretary, Treasurer and Director.

Joseph T. Pitman, Director

Paul S. Turin, Director

SIGNATURES

Pursuant to the requirements of Regulation A, the issuer has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

(Exact name of issuer as specified in its charter)	Web3 Corporation

By (Signature and Title)	Gregory T. Delory, President and Director

Date: January 4, 2024.