| FORM 3 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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1. Name and Address of Reporting Person*
(Street)
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2. Date of Event Requiring Statement
(Month/Day/Year) 06/18/2017 |
3. Issuer Name and Ticker or Trading Symbol
AIS Holdings Group, Inc. [ AIDG ] |
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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5. If Amendment, Date of Original Filed
(Month/Day/Year) |
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6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Beneficially Owned | |||
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| 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) |
| Common Stock | 20,000,000(1) | D | |
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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| 1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: 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 | ||||
| Explanation of Responses: |
| 1. The above Non-Derivative table is as of June 18, 2017. On June 18, 2017, the prior controller of the Company entered into and completed a Share Purchase Agreement with Takehiro Abe. Under the agreement, the prior controller transferred 20,000,000 shares, which represented all issued and outstanding common stock, to Mr. Abe for $34,900. |
| Remarks: |
| Currently, as of May 19, 2025, Takehiro Abe no longer remains an officer, director, or 10% owner of any class of the Company's securities. On September 2, 2019, Takehiro Abe sold 1,800,000 shares of the Company's common stock to 34 investors at a fixed price of $0.03 per share. The sale was conducted under the Company's effective S-1 Registration Statement. Of the 34 investors, 4 were entities controlled by Mr. Abe. Each of these 4 entities purchased 20,000 shares. On April 1, 2025, Mr. Abe entered into a Share Purchase Agreement with SKYPR LLC, an entity controlled by Ryohei Uetaki, under which he sold 18,200,000 shares of his restricted common stock in the Company for $80,000. These shares represent approximately 91% of the Company's outstanding stock. The transaction was completed on the same date and resulted in a change in control, with SKYPR LLC becoming the largest controlling stockholder. Following the above events, Mr. Abe currently holds a total of 80,000 shares of common stock indirectly through four entities: LD Square Co., Ltd., LD Square LLC, Tomokotakehiro Ltd., and TOMOKOTA Ltd., each of which holds 20,000 shares of common stock. Mr. Abe has control over all four entities. |
| Takehiro Abe | 05/19/2025 | |
| ** 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 Number. | ||