NeoMedia Technologies, Inc (NEOM)

[clawmann]

Read Item 403 of Regulation SK, and instruction No.2 at the bottom, carefully.

http://www.law.uc.edu/CCL/regS-K/SK403.html

Then look at Neomedia's recent 10-K's and 10-Q's where beneficial owners are disclosed.

Reg SK requires Neomedia to disclose any person known to Neomedia to be the beneficial owner of more than five percent of any class of Neomedia's voting securities.

Instruction No. 2 says to determine beneficial ownership in accordance with Rule 13d-3. And Rule 13d-3 says, essentially, if you have the right to vote it you are the beneficial owner of it.

So, we all know that YAGI has the right to vote the common shares into which the Series C is convertible. That is more than five percent of a class of voting securities, probably more that ten percent. We know it. Neomedia knows it.

Why then is YAGI not disclosed as a 5%+ beneficial owner in Neomedia's filings? And don't answer: "Because the contract says that YAGI can't hold more than 4.99%." Irrelevant as far as the SEC rules are concerned. The question is: does YAGI have the right to vote 5% or more of a class of voting securities. Answer: Yes. And Neomedia knows it.

It's a big deal. A very big deal.