Insider filing report for Changes in Beneficial Ownership
- Schedule 13G & 13D forms are used to report a party's ownership of stock which exceeds 5% of a company's total stock issue.
- Schedule 13G is a shorter version of Schedule 13D with fewer reporting requirements.
"Insiders might sell their shares for any number of reasons, but they buy them for only one: they think the price will rise"
- Peter Lynch
What is insider trading>>
- Peter Lynch
What is insider trading>>
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
SCHEDULE
13D
Under
the
Securities Exchange Act of 1934
(Amendment
No. )*
URON
Inc.
(Name
of
Issuer)
Common
Stock, No Par Value
(Title
of
Class of Securities)
917276-10-7
(CUSIP
Number)
Donald
Miller
1924
Cocoplum Way
Naples,
FL 34105
Phone:
(239) 262-7353
With
a
copy to:
Paul
D.
Chestovich, Esq.
Maslon
Edelman Borman & Brand, LLP
90
South
7th
Street,
Suite 3300
Minneapolis,
MN 55402
Phone:
(612) 672-8200
(Name,
Address and Telephone Number of Person Authorized to Receive Notice
and
Communications)
February
13, 2007
(Date
of
Event which Requires Filing of this Statement)
If
the
filing person has previously filed a statement on Schedule 13G to report the
acquisition which is the subject of this Schedule 13D, and is filing this
schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following
box
/ /.
|
Note:
Schedules filed in paper format shall include a signed
original
|
||
|
and
five copies of the schedule, including all exhibits. See Rule
13d-7(b)
|
||
|
for
other parties to whom copies are to be sent.
|
||
|
*The
remainder of this cover page shall be filled out for a
|
||
|
reporting
person's initial filing on this form with respect to the
subject
|
||
|
class
of securities, and for any subsequent amendment containing
|
||
|
information
which would alter disclosures provided in a prior cover
page.
|
||
The
information required on the remainder of this cover page shall not be deemed
to
be "filed" for the purpose of Section 18 of the Securities Exchange Act of
1934
("Act") or otherwise subject to the liabilities of that section of the Act
but
shall be subject to all other provisions of the Act (however, see the
Notes).
|
CUSIP
NO. 917276 10 1
|
13D
|
PAGE
2 OF 5 PAGES
|
|
1
|
NAMES
OF REPORTING PERSONS/I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
|
|
(ENTITIES
ONLY)
|
|
|
Donald
Miller
|
|
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
|
(See
Instructions)
|
|
|
(a)
|
o
|
|
(b)
|
o
|
|
3
|
SEC
USE ONLY
|
|
4
|
SOURCE
OF FUNDS (See Instructions)
|
|
PF
|
|
|
5
|
CHECK
IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
|
|
TO
ITEM 2(d) OR 2(e) o
|
|
|
6
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
|
|
United
States
|
|
7
|
SOLE
VOTING POWER
|
|
|
NUMBER
OF
|
||
|
|
834,524
|
|
|
SHARES
|
||
|
8
|
SHARED
VOTING POWER
|
|
|
BENEFICIALLY
|
|
0
|
|
OWNED
BY EACH
|
||
|
9
|
SOLE
DISPOSITIVE POWER
|
|
|
REPORTING
|
||
|
|
834,524
|
|
|
PERSON
|
||
|
10
|
SHARED
DISPOSITIVE POWER
|
|
|
WITH
|
0
|
|
11
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
834,524
|
|
|
12
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
|
|
CERTAIN
SHARES (See Instructions) o
|
|
|
13
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
|
|
11.0%
|
|
|
14
|
TYPE
OF REPORTING PERSON (See Instructions)
|
|
IN
|
Item
1.
Security and Issuer
State
the
title of the class of equity securities to which this statement relates and
the
name and address of the principal executive offices of the issuer of such
securities.
Common
Stock No Par Value of URON, Inc.
The
issuer's name and address is:
URON
Inc.
9449
Science Center Drive
New
Hope,
Minnesota 55428
Item
2.
Identity and Background
|
(a)
|
Name:
The reporting person is Donald Miller. Mr. Miller is Chief Executive
Officer and a director of the
Issuer.
|
|
(b)
|
Business
address: Mr. Miller’s address is 1924 Cocoplum Way, Naples, FL
34105
|
|
(c)
|
Present
principal occupation or employment and the name, principal business
and
address of any corporation or other organization in which such employment
is
conducted:
|
Mr.
Miller is Chief Executive Officer and a director of the Issuer.
|
(d)
|
Whether
or not, during the last five years, such person has been convicted
in
a
criminal proceeding (excluding traffic violations or similar misdemeanors)
and,
if so, give the dates, nature of conviction, name and location of
court,
and
penalty imposed, or other disposition of the
case:
|
Mr.
Miller has never been convicted in a criminal proceeding.
|
(e)
|
Whether
or not, during the last five years, such person was a party to a
civil
proceeding of a judicial or administrative body of competent jurisdiction
and as a result of such proceeding was or is subject to a judgment,
decree or final order enjoining future violations of, or prohibiting
or mandating activities subject to, federal or state securities laws
or finding any violation with respect to such laws; and, if so, identify
and
describe such proceedings and summarize the terms of such judgment,
decree
or final
order:
|
Nothing
to report.
(f) Citizenship:
Mr.
Miller is a citizen of the United States.
Item
3.
Source and Amount of Funds or Other Consideration
The
Reporting person used personal funds in obtaining the subject
shares.
Item
4.
Purpose of Transaction
The
Reporting Person has not formulated any definitive plans. However, he may from
time to time acquire, or dispose of, common stock and/or other securities of
the
Issuer if and when he deems it appropriate. The Reporting Persons may formulate
other purposes, plans or proposals relating to any of such securities of the
Issuer to the extent deemed advisable in light of market conditions, investment
policies and other factors. Except as indicated in this Statement, the Reporting
Person has no current plans or proposals which would relate to or would result
in any of the matters described in subparagraphs (a) through (j) of Item 4
of
Schedule 13D.
Item
5.
Interest in Securities of the Issuer
| (a) | Aggregate number and percentage of the class of securities beneficially owned: |
Mr.
Miller owns 834,524 shares of URON Inc. (which includes a warrant to purchase
100,000 shares which is currently exercisable) which amounts to 11.0% of the
shares outstanding (based upon 7,510,225 shares outstanding).
|
(b)
|
Number
of shares as to which there is sole power to vote or to direct the
vote,
shared power to vote or to direct the vote, sole power to dispose
or to
direct
the disposition, or shared power to dispose or to direct the disposition:
|
Mr.
Miller has sole voting and dispositive power over 834,524 shares (including
a
warrant to purchase 100,000 shares.)
| (c) | Transactions in the securities effected during the past sixty days: |
Mr.
Miller purchased 80,119 shares on July 2, 2007 in a private transaction at
a
price of $0.055 per share. Also on July 2, 2007, Mr. Miller acquired 100,000
shares in connection with the satisfaction of a promissory note. In addition,
he
made a loan to the Issuer and received a warrant to purchase 100,000 shares
at
an exercise price of $0.15 per share. The warrant expires on
7/2/2012.
|
(d)
|
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, such
securities.
|
|
(e)
|
The
date on which the reporting person ceased to be the beneficiary owner
of
more
than five percent of the class of
securities:
|
N/A
Item
6.
Contracts, Arrangements, Understandings or Relationships with Respect to
Securities of the Issuer.
None
Item
7.
Material to Be Filed as Exhibits.
None
SCHEDULE
13D
SIGNATURE
The
undersigned, after reasonable inquiry and to the best of his/its knowledge
and
belief, certifies that the information set forth in this statement is true,
complete and correct.
|
Dated:
July 31, 2007
|
|
|
/s/
Donald Miller
|
|
|
Donald
Miller
|