SEC FORM 3

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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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1. Name and Address of Reporting Person^*

Heltzen Michael

(Last)

(First)

(Middle)

C/O 750 ROYAL OAKS DRIVE,

SUITE 106

(Street)

MONROVIA,

91016

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
11/08/2024

3. Issuer Name and Ticker or Trading Symbol
Invizyne Technologies Inc [ IZTC ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Chief Executive Officer

5. 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 Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Stock Options for Common Stock⁽¹⁾	01/31/2025	08/31/2031	Common Stock	155,818	$3.31	D
Stock Options for Common Stock⁽²⁾	01/31/2025	01/31/2032	Common Stock	155,818	$3.31	D
Stock Options for Common Stock⁽³⁾	04/12/2025	03/31/2031	Common Stock	22,097	$8	D

Explanation of Responses:

1. The first 31,164 shares vest on January 31,2025, then at the rate of 7,791 shares per quarter, and the balance of shares shall vest on the five-year anniversary of the Date of Grant.

2. The first 31,164 shares vest on January 31,2025, then at the rate of 7,791 shares per quarter, and the balance of shares shall vest on the five-year anniversary of the Date of Grant.

3. The first 4,416 shares vest on April 12, 2025, then at the rate of 1,104 shares per quarter, commencing on July 12, 2025, and the balance of shares shall vest on the five-year anniversary of the Date of Grant.

	/s/ Michael Heltzen	11/18/2024
	** 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 5 (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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.