Bots Inc (BTZI)

[lesgetrich]

Please review those references. They aren't as definitive as you seem to believe....

(a) Form 3

A person who is an officer, director or 10% Stockholder of the Company at the time that the Company’s registration statement relating to its initial public offering of common stock (its “IPO”) is declared effective by the SEC or who subsequently becomes an officer, director or 10% Stockholder of the Company must file a Form 3 (Initial Statement of Beneficial Ownership of Securities) with the SEC

Here it is

mCig Form 3 for Paul Rosenberg

...as for Form 4

(b) Form 4

Subsequent to a Form 3 filing, any non-exempt change in the filing person’s beneficial ownership (primarily open market purchases and sales) of the Company’s equity securities must be reported on Form 4 (Statement of Changes in Beneficial Ownership of Securities).

...and...

Form 4. In most cases, when an insider executes a transaction, he or she must file a Form 4. With this form filing, the public is made aware of the insider’s various transactions in company securities, including the amount purchased or sold and the price per share.

The SEC provides exemptions from reporting for small businesses under Rule 506 of Regulation D...

Rule 506 of Regulation D

Rule 506 of Regulation D is considered a "safe harbor" for the private offering exemption of Section 4(a)(2) of the Securities Act. Companies relying on the Rule 506 exemption can raise an unlimited amount of money. There are actually two distinct exemptions that fall under Rule 506.

Under Rule 506(b), a company can be assured it is within the Section 4(a)(2) exemption by satisfying the following standards:

- The company cannot use general solicitation or advertising to market the securities;

- The company may sell its securities to an unlimited number of "accredited investors" and up to 35 other purchasers. Unlike Rule 505, all non-accredited investors, either alone or with a purchaser representative, must be sophisticated—that is, they must have sufficient knowledge and experience in financial and business matters to make them capable of evaluating the merits and risks of the prospective investment;

- Companies must decide what information to give to accredited investors, so long as it does not violate the antifraud prohibitions of the federal securities laws. But companies must give non-accredited investors disclosure documents that are generally the same as those used in registered offerings. If a company provides information to accredited investors, it must make this information available to non-accredited investors as well;

- The company must be available to answer questions by prospective purchasers; and

- Financial statement requirements are the same as for Rule 505.

See also...

Rule 506(b)

...and here's their Form D

mCig Form D

They were not required to file a Form 4