1
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NAMES OF REPORTING PERSONS
Quadrifoglio Holdings LLC
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2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ☐
(b) ☐
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS (SEE INSTRUCTIONS)
WC
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5
|
CHECK BOX IF DISCLOSURE OF LEGAL
PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2 ☐
Not Applicable
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
Florida
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON
WITH: |
7
|
SOLE VOTING POWER
287,500
|
|
8
|
SHARED VOTING POWER
0
|
||
9
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SOLE DISPOSITIVE POWER
287,500
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||
10
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SHARED DISPOSITIVE POWER
0
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
287,500
|
||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT
IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) ☐
NOT APPLICABLE
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||
13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
8.2%
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14
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
CO
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1
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NAMES OF REPORTING PERSONS
Catherine DeFrancesco
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2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ☐
(b) ☐
|
||
3
|
SEC USE ONLY
|
||
4
|
SOURCE OF FUNDS (SEE INSTRUCTIONS)
WC
|
||
5
|
CHECK BOX IF DISCLOSURE OF LEGAL
PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2 ☐
Not Applicable
|
||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
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||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON
WITH: |
7
|
SOLE VOTING POWER
287,500
|
|
8
|
SHARED VOTING POWER
0
|
||
9
|
SOLE DISPOSITIVE POWER
287,500
|
||
10
|
SHARED DISPOSITIVE POWER
0
|
||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
287,500
|
||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT
IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) ☐
NOT APPLICABLE
|
||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
8.2%
|
||
14
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
IN
|
1
|
NAMES OF REPORTING PERSONS
Derrick Chiu
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2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ☐
(b) ☐
|
||
3
|
SEC USE ONLY
|
||
4
|
SOURCE OF FUNDS (SEE INSTRUCTIONS)
WC
|
||
5
|
CHECK BOX IF DISCLOSURE OF LEGAL
PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2 ☐
Not Applicable
|
||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
|
||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON
WITH: |
7
|
SOLE VOTING POWER
287,500
|
|
8
|
SHARED VOTING POWER
0
|
||
9
|
SOLE DISPOSITIVE POWER
287,500
|
||
10
|
SHARED DISPOSITIVE POWER
0
|
||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
287,500
|
||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT
IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) ☐
NOT APPLICABLE
|
||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
8.2%
|
||
14
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
IN
|
Item 1.
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Security and Issuer
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(a)
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Title of Class of Securities:
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(b)
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Name of Issuer:
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(c)
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Address of Issuer’s Principal Executive Offices:
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Item 2.
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Identity and Background
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(a)
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Name of Reporting Person:
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(1)
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Quadrifoglio Holdings LLC (“Quadrifoglio”). Catherine DeFrancesco is the sole member of Quadrifoglio. Catherine DeFrancesco and
Derrick Chiu are the sole managers of Quadrifoglio.
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(2)
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Catherine DeFrancesco (“DeFrancesco”). DeFrancesco is the sole member of Quadrifoglio and one of Quadrifoglio’s two managers.
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(3)
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Derrick Chiu (“Chiu”). Chiu is one of Quadrifoglio’s two managers.
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(b)
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Address of Principal Business Office:
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(c)
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Occupation, Employment and Other Information:
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(d)
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Criminal convictions:
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(e)
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Civil proceedings:
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(f)
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Citizenship or Place of Organization:
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Item 3.
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Source and Amount of Funds or Other Consideration:
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Item 4.
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Purpose of Transaction:
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Item 5.
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Interest in Securities of the Issuer:
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(a),(b) |
Aggregate number of shares of common stock and percentage beneficially owned by each Reporting Person:
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(i)
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Sole power to vote or to direct the vote: 287,500
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(ii)
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Shared power to vote or to direct the vote: 0
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(iii)
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Sole power to dispose or direct the disposition: 287,500
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(iv)
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Shared power to dispose or direct the disposition: 0
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(v)
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Aggregate amount of shares beneficially owned: 287,500
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(vi)
|
Percent of class represented in Item (v) above: 8.2%
|
(i)
|
Sole power to vote or to direct the vote: 287,500
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(ii)
|
Shared power to vote or to direct the vote: 0
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(iii)
|
Sole power to dispose or direct the disposition: 287,500
|
(iv)
|
Shared power to dispose or direct the disposition: 0
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(v)
|
Aggregate amount of shares beneficially owned: 287,500
|
(vi)
|
Percent of class represented in Item (v) above: 8.2%
|
(i)
|
Sole power to vote or to direct the vote: 287,500
|
(ii)
|
Shared power to vote or to direct the vote: 0
|
(iii)
|
Sole power to dispose or direct the disposition: 287,500
|
(iv)
|
Shared power to dispose or direct the disposition: 0
|
(v)
|
Aggregate amount of shares beneficially owned: 287,500
|
(vi)
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Percent of class represented in Item (v) above: 8.2%
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(c)
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There have been no other transactions related to the Common Stock in the last sixty days.
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(d)
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No other person has the right to receive or the
power to direct the receipt of dividends from, or the proceeds from the sale of, the Common Stock.
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(e)
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Not applicable.
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Item 6.
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Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the
Issuer:
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Exhibit 10.1 |
Stock Purchase Agreement dated as of June 28, 2024 between Blackboxstocks Inc., Quadrifoglio Holdings LLC, and other investors
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Name: Catherine DeFrancesco
Title: Manager
Catherine DeFrancesco
Derrick Chiu