SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No.
1)*
World Moto, Inc.
(Name of
Issuer)
Common Stock, $.0001 par value
(Title of Class
of Securities)
98158H 106
(CUSIP Number)
Christopher L. Ziomkowski
c/o World Moto, Inc.
131 Thailand Science Park INC-1 #214
Phahonyothin Road
Klong1, Klong Luang
Pathumthani 12120
Thailand
(646) 840-8781
Lucky Twins Ventures Co., Ltd.
c/o World Moto,
Inc.
131 Thailand Science Park INC-1 #214
Phahonyothin
Road Klong1, Klong Luang
Pathumthani 12120
Thailand
(646) 840-8781
________________________________________________
(Name, Address, and Telephone Number of
Person Authorized
to Receive Notices and Communications)
With a copy to:
Mark C. Lee, Esq.
Greenberg
Traurig, LLP
1201 K Street, Suite 1100
Sacramento,
California 95814
October 13, 2015
(Date of Event which
Requires Filing of this Statement)
If the filing person has previously filed a statement on
Schedule 13G to report the acquisition that is the subject of this Schedule 13D,
and is filing this schedule because of §§240.13d -1(e), 240.13d -1(f) or 240.13d
-1(g), check the following box. [ ]
Note: Schedules filed in paper format shall
include a signed original and five copies of the schedule, including all
exhibits. See §240.13d -7 for other parties to whom copies are to be
sent.
* The remainder of this cover page shall be filled out for a
reporting persons initial filing on this form with respect to the subject class
of securities, and for any subsequent amendment containing information which
would alter 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).
Page 2 of 8
1 |
NAME OF REPORTING PERSONS
Lucky Twins Ventures Co., Ltd. |
2 |
CHECK THE APPROPRIATE
BOX IF A MEMBER OF A GROUP (See Instructions)
(a) [X]
(b) [ ] |
3 |
SEC USE ONLY
|
4 |
SOURCE OF FUNDS (See
Instructions)
OO |
5 |
CHECK BOX IF DISCLOSURE
OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or
2(e) [ ]
|
6 |
CITIZENSHIP OR PLACE OF
ORGANIZATION
Thailand |
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
7 |
SOLE VOTING POWER
41,303,511 (1) |
8 |
SHARED VOTING POWER
0 |
9 |
SOLE DISPOSITIVE POWER
41,303,511 (1) |
10 |
SHARED DISPOSITIVE
POWER
0 |
11 |
AGGREGATE AMOUNT
BENEFICIALLY OWNED BY EACH REPORTING PERSON
41,303,511 (1) |
12 |
CHECK BOX IF THE
AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See
Instructions) [ ]
|
13 |
PERCENT OF CLASS
REPRESENTED BY AMOUNT IN ROW (11)
5.52% (2) |
14 |
TYPE OF REPORTING
PERSON (See Instructions)
OO |
(1) Consists of 41,303,511 shares of Common Stock held by Lucky
Twins Ventures Co., Ltd.
(2) Based on 742,926,546 shares of Common Stock
outstanding on October 7, 2015 and 5,000,000 shares of Common Stock issuable
upon conversion of 5,000,000 shares of Preferred Stock outstanding on October 7,
2015.
Page 3 of 8
1 |
NAME OF REPORTING PERSONS
Christopher L. Ziomkowski |
2 |
CHECK THE APPROPRIATE
BOX IF A MEMBER OF A GROUP (See Instructions)
(a) [X]
(b) [ ] |
3 |
SEC USE ONLY
|
4 |
SOURCE OF FUNDS (See
Instructions)
OO |
5 |
CHECK BOX IF DISCLOSURE
OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or
2(e) [ ]
|
6 |
CITIZENSHIP OR PLACE OF
ORGANIZATION
Thailand |
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
7 |
SOLE VOTING POWER
1,000,000 (1) |
8 |
SHARED VOTING POWER
41,303,511 (2) |
9 |
SOLE DISPOSITIVE POWER
1,000,000 (1) |
10 |
SHARED DISPOSITIVE
POWER
41,303,511 (2) |
11 |
AGGREGATE AMOUNT
BENEFICIALLY OWNED BY EACH REPORTING PERSON
42,303,511 (3) |
12 |
CHECK BOX IF THE
AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See
Instructions) [ ]
|
13 |
PERCENT OF CLASS
REPRESENTED BY AMOUNT IN ROW (11)
5.66%(4) |
14 |
TYPE OF REPORTING
PERSON (See Instructions)
IN |
(1) |
Consists of 1,000,000 shares of Common Stock issuable
upon conversion of 1,000,000 shares of Preferred Stock held by Christopher
L. Ziomkowski. |
(2) |
Consists of 41,303,511 shares of Common Stock held by
Lucky Twins Ventures Co., Ltd. |
(3) |
Consists of 41,303,511 shares of Common Stock held by
Lucky Twins Ventures Co., Ltd. and 1,000,000 shares of Common Stock
issuable upon conversion of 1,000,000 shares of Preferred Stock held by
Christopher L. Ziomkowski. |
(4) |
Based on 742,926,546 shares of Common Stock outstanding
on October 7, 2015 and 5,000,000 shares of Common Stock issuable upon
conversion of 5,000,000 shares of Preferred Stock outstanding on October
7, 2015. |
Page 4 of 8
Item 1. |
Security and Issuer |
This Amendment No. 1 (Amendment No. 1) to Schedule 13D amends
and supplements the Schedule 13D filed with the Securities and Exchange
Commission (the SEC) on November 19, 2012 (the Schedule 13D) relating to the
shares of common stock, $0.0001 par value per share (Common Stock), of World
Moto, Inc., a Nevada corporation (the Issuer). The principal executive offices
of the Issuer are located at 131 Thailand Science Park INC-1 #214, Phahonyothin
Road Klong1, Klong Luang, Pathumthani, Thailand 12120. Except as amended and
supplemented hereby, the Schedule 13D remains in full force and effect. All
capitalized terms not otherwise defined in this Amendment No. 1 shall have the
same meanings ascribed thereto in the Schedule 13D.
Item 2. |
Identity and Background
|
(a) This Amendment No. 1 to Schedule 13D is being jointly filed
by the following persons (collectively, the Reporting Persons): (i) Lucky
Twins Ventures Co., Ltd., a company organized under the laws of Thailand (Lucky
Twins), and (ii) Christopher L. Ziomkowski (Ziomkowski), an individual.
Ziomkowskis spouse is a director of Lucky Twins. As a result of the foregoing,
Ziomkowski may be deemed beneficially to own the securities of the Issuer owned
by Lucky Twins.
The Reporting Persons have entered into a Joint Filing
Agreement dated as of October 13, 2015 (the Joint Filing Agreement), a copy of
which is attached as Exhibit A to this Amendment No. 1, pursuant to which the
Reporting Persons have agreed to jointly file this Amendment No. 1, including
any and all amendments to the Schedule 13D.
(b) The principal office of Lucky Twins is located at c/o World
Moto, Inc., 131 Thailand Science Park INC-1 #214, Phahonyothin Road Klong1,
Klong Luang, Pathumthani, Thailand 12120. The principal business of Lucky Twins
is investments.
The business address of Ziomkowski is c/o World Moto, Inc., 131
Thailand Science Park INC-1 #214, Phahonyothin Road Klong1, Klong Luang,
Pathumthani, Thailand 12120.
(c) Ziomkowski is the Chief Technical Officer of the Issuer.
The address of the Issuer is 131 Thailand Science Park INC-1 #214, Phahonyothin
Road Klong1, Klong Luang, Pathumthani, Thailand 12120.
(d) During the last five years neither of the Reporting Persons
has not been convicted in a criminal proceeding (excluding traffic violations or
similar misdemeanors).
(e) During the last five years neither of the Reporting Persons
was not a party to a civil proceeding of a judicial or administrative body of
competent jurisdiction and as a result of such proceeding was or is subject to a
judgment, decree, or final order enjoining future violations of, or prohibiting
or mandating activities subject to, federal or state securities laws, or finding
any violation with respect to such laws.
(f) The individual Reporting Person is a citizen of Thailand.
Item 3. |
Source and Amount of Funds or Other
Consideration |
On October 13, 2015, the Issuer issued 1,000,000 shares (the
Shares) of series A convertible preferred stock, par value $0.0001 per share
(Preferred Stock), to Ziomkowski in exchange for services rendered by
Ziomkowski to the Issuer.
Page 5 of 8
Item 4. |
Purpose of the Transaction
|
Ziomkowski received the Shares in exchange for services
rendered by Ziomkowski to the Issuer. The Shares were issued to facilitate a
stockholder vote in support of an increase in the number of authorized shares of
common stock by the Company.
Subject to on going evaluation, except as set forth above, each
of the Reporting Persons has no current plans or proposals which relate to or
would result in any of the following:
(a) The acquisition by any person of additional securities of
the Issuer, or the disposition of securities of the Issuer;
(b) An extraordinary corporate transaction, such as a merger,
reorganization, or liquidation, involving the Issuer or any of its subsidiaries;
(c) A sale or transfer of a material amount of assets of the
Issuer or any of its subsidiaries;
(d) Any change in the present board of directors or management
of the Issuer, including any plans or proposals to change the number or term of
directors or to fill any existing vacancies on the board;
(e) Any material change in the present capitalization or
dividend policy of the Issuer;
(f) Any other material change in the Issuers business or
corporate structure, including but not limited to, if the Issuer is a registered
closed-end investment company, any plans or proposals to make any change in its
investment policy for which a vote is required by Section 13 of the Investment
Company Act of 1940;
(g) Changes in the Issuers charter, bylaws, or instruments
corresponding thereto or other actions which may impede the acquisition of
control of the issuer by any person;
(h) Causing a class of securities of the Issuer to be delisted
from a national securities exchange or to cease to be authorized to be quoted in
an inter-dealer quotation system of a registered national securities
association;
(i) A class of equity securities of the Issuer becoming
eligible for termination of registration pursuant to Section 12(g)(4) of the
Securities Exchange Act of 1934, as amended; or
(j) Any action similar to any of those enumerated above.
Item 5. |
Interest in Securities of the Issuer
|
(a) Lucky Twins beneficially owns 41,303,511 shares of Common
Stock, consisting of 41,303,511 shares of Common Stock held by Lucky Twins,
which represent approximately 5.52% of the outstanding shares of Common Stock
including the shares of Common Stock issuable upon conversion of the outstanding
shares of Preferred Stock (collectively, the Outstanding Shares). Ziomkowski
beneficially owns 42,303,511 shares of Common Stock, consisting of 41,303,511
shares of Common Stock held by Lucky Twins and 1,000,000 shares of Common Stock
issuable upon conversion of 1,000,000 shares of Preferred Stock held by
Ziomkowski, which represent approximately 5.66% of the Outstanding Shares. By
reason of Ziomkowskis spouse being a director of Lucky Twins, Ziomkowski may be
deemed to beneficially own 42,303,511 shares of Common Stock, which represent
approximately 5.66% of the Outstanding Shares.
Page 6 of 8
(b) Lucky Twins has the sole power to vote and sole power to
dispose of 41,303,511 shares of Common Stock, consisting of 41,303,511 shares of
Common Stock held by Lucky Twins, which represent approximately 5.52% of the
Outstanding Shares. Ziomkowski has the shared power to vote and dispose of
41,303,511 shares of Common Stock, consisting of 41,303,511 shares of Common
Stock held by Lucky Twins, which represent approximately 5.52% of the
Outstanding Shares. Ziomkowski has the sole power to vote and dispose of
1,000,000 shares of Common Stock, consisting of 1,000,000 shares of Common Stock
issuable upon conversion of 1,000,000 shares of Preferred Stock held by
Ziomkowski, which represent approximately 0.13% of the Outstanding Shares. By
reason of Ziomkowskis spouse being a director of Lucky Twins, Ziomkowski may be
deemed to have shared power to vote and dispose of 42,303,511 shares of Common
Stock, consisting of 41,303,511 shares of Common Stock held by Lucky Twins and
1,000,000 shares of Common Stock issuable upon conversion of 1,000,000 shares of
Preferred Stock held by Ziomkowski, which represent approximately 5.66% of the
Outstanding Shares.
(c) No transactions in the Issuers Common Stock were effected
during the past 60 days by the Reporting Persons except as set forth in Item 3
above.
(d) Not applicable.
(e) Not applicable.
Item 6. |
Contracts, Arrangements, Understandings or
Relationships with Respect to Securities of the Issuer
|
Reference is made to the transaction stated in Item 3 above.
Item 7. |
Material to be Filed as Exhibits
|
Exhibit A - Joint Filing Agreement.
Page 7 of 8
Signature
After reasonable inquiry and to the best of my knowledge and
belief, I certify that the information set forth in this statement is true,
complete, and correct.
Dated: October 13, 2015 |
LUCKY TWINS VENTURES CO., LTD. |
|
|
|
|
|
By: |
/s/ Nutchanoot Ziomkowski |
|
Nutchanoot Ziomkowski, Director |
|
|
|
|
|
/s/ Christopher L. Ziomkoski |
|
Christopher L. Ziomkowski |
Page 8 of 8
EXHIBIT A
JOINT FILING AGREEMENT
Dated as of October 13, 2015
In accordance with Rule 13d-1(k) promulgated under the
Securities Exchange Act of 1934, as amended, each of the undersigned hereby
agrees to the joint filing on behalf of each of the undersigned of a Schedule
13D (including any and all amendments thereto) with respect to the shares of
common stock, par value $0.0001 per share, of World Moto, Inc., a Nevada
corporation, and that this Joint Filing Agreement may be included as an Exhibit
to such joint filing.
Each of the undersigned agrees that each party hereto is
responsible for the timely filing of such Schedule 13D (including any and all
amendments thereto) and for the completeness and accuracy of the information
concerning such party contained therein, provided that no party is responsible
for the completeness and accuracy of the information concerning any other party,
unless such party actually knows that such information is incorrect. Each party
will indemnify the other parties for any incompleteness or inaccuracy in such
information concerning the indemnifying party.
|
LUCKY TWINS VENTURES CO., LTD. |
|
|
|
|
|
By: |
/s/ Nutchanoot Ziomkowski |
|
Nutchanoot
Ziomkowski, Director |
|
|
|
|
|
/s/ Christopher L. Ziomkoski |
|
Christopher L. Ziomkowski |