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.
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13D
Under the Securities Exchange Act of 1934
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Nordicus Partners Corp (Name of Issuer) |
Common Stock (Title of Class of Securities) |
28265K205 (CUSIP Number) |
GK Partners ApS Dyrehavevej 3B, Klampenborg, G7, DK-2930 (45) 20 30 59 61 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) |
12/19/2024 (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 that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.
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).
SCHEDULE 13D
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| CUSIP No. | 28265K205 |
| 1 |
Name of reporting person
GK Partners ApS | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
 (b)
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| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
PF | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
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| 6 | Citizenship or place of organization
DENMARK
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
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| 11 | Aggregate amount beneficially owned by each reporting person
3,259,025.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
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| 13 | Percent of class represented by amount in Row (11)
17.71 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
PN |
SCHEDULE 13D
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| Item 1. | Security and Issuer |
| (a) | Title of Class of Securities:
Common Stock |
| (b) | Name of Issuer:
Nordicus Partners Corp |
| (c) | Address of Issuer's Principal Executive Offices:
280 South Beverly Drive, Suite 505, Beverly Hills,
CALIFORNIA
, 90212. |
| Item 2. | Identity and Background |
| (a) | This Statement is being filed by GK Partners ApS (the "Reporting Person" or "GKP"). |
| (b) | The Reporting Person's business address is: Dyrehavevej 3B, DK-2930 Klampenborg, Denmark. |
| (c) | Not applicable. |
| (d) | The Reporting Person has not, during the last five years, been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors). |
| (e) |
During the last five years, the Reporting Person has not been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of any such proceeding was not or is not 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. |
| (f) | The Reporting Person is a private limited company (Anpartsselskab) organized in Denmark. |
| Item 3. | Source and Amount of Funds or Other Consideration |
See Item 4. | |
| Item 4. | Purpose of Transaction |
The following chart shows the Shares acquired and sold by GKP since the last Schedule 13D was filed by GKP on December 10, 2024: Date Acquired/Disposed Shares Cost Basis Note December 19, 2024 Acquired 4,000 10.00 Warrant Exercised(1) December 19, 2024 Acquired 6,000 10.00 Warrant Exercised January 13, 2025 Acquired 1,504 8.97 Warrant Exercised February 3, 2025 Acquired 11,528 4.00 Acquired in a private transaction February 3, 2025 Disposed -1,982 4.00 Sold in a private transaction February 3, 2025 Disposed -7,000 4.00 Sold in a private transaction February 3, 2025 Disposed -7,513 4.00 Sold in a private transaction February 3, 2025 Disposed -10,500 4.00 Sold in a private transaction February 3, 2025 Disposed -5,500 4.00 Sold in a private transaction February 3, 2025 Disposed -15,728 4.00 Sold in a private transaction February 3, 2025 Disposed -6,000 4.00 Sold in a private transaction February 3, 2025 Disposed -7,500 3.00 Sold in a private transaction February 13, 2025 Acquired 11,224 8.91 Warrant Exercised February 19, 2025 Disposed -1,994 4.00 Sold in a private transaction February 19, 2025 Disposed -4,060 4.00 Sold in a private transaction February 19, 2025 Disposed -4,047 4.00 Sold in a private transaction February 19, 2025 Disposed -13,564 4.00 Sold in a private transaction February 19, 2025 Disposed -10,000 4.00 Sold in a private transaction February 19, 2025 Disposed -5,000 4.00 Sold in a private transaction February 19, 2025 Disposed -7,000 4.00 Sold in a private transaction February 19, 2025 Disposed -3,500 4.00 Sold in a private transaction April 22, 2025 Acquired 10,000 5.00 Acquired via Subscription Agreement May 2, 2025 Acquired 21,000 5.00 Acquired via Subscription Agreement May 16, 2025 Acquired 12,000 5.00 Acquired via Subscription Agreement May 22, 2025 Acquired 6,000 5.00 Acquired via Subscription Agreement May 28, 2025 Disposed -109,750 0.00 Gifted in a private transaction May 28, 2025 Acquired 113,095 0.00 Gifted from affiliate shareholder AC Nordic ApS May 28, 2025 Disposed -49,953 0.00 Gifted in a private transaction June 16, 2025 Acquired 7,000 4.44 Acquired in a private transaction August 8, 2025 Disposed -23,300 2.00 Sold in a private transaction (1) The shares that were issued pursuant to the exercise of the warrant refers to the warrant issued to GKP by the Company on April 1, 2022, to purchase 600,000 Shares at an exercise price of $10.00 per share (the "Warrant"). After giving effect to the transactions described in this Item, 0 shares remain unexercised under the Warrant. The purpose of all of these transactions, both the acquisition and dispositions, was a part of the Reporting Person's long-term strategy for asset diversification and liquidity. The foregoing transactions were exempt under the Securities Act of 1933, as amended (the "Securities Act"). None of such shares was or will be registered under the Securities Act or any state securities laws, and unless so registered, may not be reoffered or resold in the United States absent such registration or an applicable exemption therefrom, or in a transaction not subject to the registration requirements of the Securities Act of 1933 and other applicable securities laws. | |
| Item 5. | Interest in Securities of the Issuer |
| (a) | As of the date of this Schedule, the Reporting Person beneficially owned 3,259,025 Shares, constituting 17.71% of the outstanding Shares. The percentage of Shares owned is based upon 18,399,038 Shares outstanding as of September 30, 2025, based on inquiry of the Company's transfer agent. |
| (b) | GKP has the sole power to vote, direct the vote, dispose and direct the disposition of 3,259,025 Shares. |
| (c) | The Shares were acquired on the dates set forth above. |
| (d) | No other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the Shares covered by this Schedule. |
| (e) | Not applicable. |
| Item 6. | Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer |
Except as described in Items 3 and 4, there are no contracts, arrangements, understandings or relationships (legal or otherwise) between the Reporting Person and any other person with respect to any securities of the Company, including but not limited to transfer or voting of any of the securities, finder's fees, joint ventures, loan or option arrangements, puts or calls, guarantees of profits, division of profits or loss, or the giving or withholding of proxies. | |
| Item 7. | Material to be Filed as Exhibits. |
None. |
| SIGNATURE | |
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
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