FORM 3
| Washington, D.C. 20549 |
OMB APPROVAL
OMB Number: 3235-0104 Estimated average burden hours per response... 0.5 |
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| 1. Name and Address of Reporting Person * Montoya Carlos X. |
2. Date of Event Requiring Statement (MM/DD/YYYY)
| 3. Issuer Name and Ticker or Trading Symbol I-ON Digital Corp. [IONI] |
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4. Relationship of Reporting Person(s) to Issuer (Check all applicable)
__X__ Director ___X___ 10% Owner ___X___ Officer (give title below) _____ Other (specify below) President and CEO / | ||
| 5. If Amendment, Date Original Filed(MM/DD/YYYY) | 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 Derivate Security (Instr. 4) | 2. Date Exercisable and Expiration Date (MM/DD/YYYY) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
| Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
| Series A Convertible Preferred Stock | 1/20/2023 | (1) | Common Stock, par value $0.0001 | 37,550,000 | (1) | D | |
| Series A Convertible Preferred Stock | 3/31/2023 | (2) | Common Stock, par value $0.0001 | 9,820,000 | (2) | I | Held through ownership interests in I-ON Acquisition Corp., a Florida corporation. |
| Series C Convertible Preferred Stock | 12/15/2023 | (3) | Common Stock, par value $0.0001 | 11,949,660 | (3) | I | Held through Orebits Acquisition Group LLC, a Wyoming limited liability company. |
| Remarks: Mr. Montoya became president and chief executive officer of I-ON Digital Corp. (the "Company") on February 1, 2023, and became a member of the Company's Board of Directors. The current directors and executive officers, including Mr. Montoya, are filing Form 3s now because the prior controlling persons of the Company represented to the current controlling persons that the Company did not have a class of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), leading them to understand that no beneficial ownership filings were required pursuant to Sections and 16 of the Exchange Act. Upon discovering that the Company's common stock was in fact registered under Section 12, the Company is taking immediate action to comply with the requirements of Sections 13 and 16. |
| Reporting Owners | |||||
| Reporting Owner Name / Address | |||||
| Director | 10% Owner | Officer | Other | ||
| Montoya Carlos X. 1244 N. STONE STREET, UNIT 3 CHICAGO, IL 60610 | X | X | President and CEO | ||
| Signatures | ||
| /s/ Carlos X. Montoya | 4/14/2025 | |
| **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 control number. | |