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"
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- Peter Lynch
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 8)*
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Innovative Eyewear Inc (Name of Issuer) |
Common Stock, par value $0.00001 per share (Title of Class of Securities) |
45791D109 (CUSIP Number) |
Vladimir Galkin 10900 NW 97th Street, #102, Miami, FL, 33178 (310) 880-6330 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) |
12/26/2025 (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. | 45791D109 |
| 1 |
Name of reporting person
Galkin Vladimir | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
 (a)
(b)
| ||||||||
| 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)
| ||||||||
| 6 | Citizenship or place of organization
UNITED STATES
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 11 | Aggregate amount beneficially owned by each reporting person
796,007.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
16.0 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
IN |
Comment for Type of Reporting Person:
(1) The shares of Common Stock are held jointly by Vladimir Galkin and Angelica Galkin, husband and wife. Vladimir Galkin and Angelica Galkin have shared voting power and dispositive power over 796,007 shares of Common Stock. (2) Based on 5,350,183 shares of the Issuer's common stock issued and outstanding as of November 6, 2025, based on information reported by the Issuer in the Quarterly Report on Form 10-Q for the quarter ended September 30, 2025, and filed with the Securities and Exchange Commission (the SEC) on November 13, 2025.
SCHEDULE 13D
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| CUSIP No. | 45791D109 |
| 1 |
Name of reporting person
Galkin Angelica | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b)
| ||||||||
| 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)
| ||||||||
| 6 | Citizenship or place of organization
UNITED STATES
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 11 | Aggregate amount beneficially owned by each reporting person
796,007.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
16.0 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
IN |
Comment for Type of Reporting Person:
(1) The shares of Common Stock are held jointly by Vladimir Galkin and Angelica Galkin, husband and wife. Vladimir Galkin and Angelica Galkin have shared voting power and dispositive power over 796,007 shares of Common Stock. (2) Based on 5,350,183 shares of the Issuer's common stock issued and outstanding as of November 6, 2025, based on information reported by the Issuer in the Quarterly Report on Form 10-Q for the quarter ended September 30, 2025, and filed with the Securities and Exchange Commission (the SEC) on November 13, 2025.
SCHEDULE 13D
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| Item 1. | Security and Issuer | |
| (a) | Title of Class of Securities:
Common Stock, par value $0.00001 per share | |
| (b) | Name of Issuer:
Innovative Eyewear Inc | |
| (c) | Address of Issuer's Principal Executive Offices:
11900 BISCAYNE BLVD, STE 630, MIAMI,
FLORIDA
, 33181. | |
Item 1 Comment:
This Amendment No. 8 amends the Schedule 13D filed on September 23, 2024 (the "Original Schedule 13D" and, as amended by Amendment No. 1 to Schedule 13D filed on September 23, 2024, and as amended by Amendment No.2 to Schedule 13D filed on September 23, 2024 , and as amended by Amendment No. 3 filed on September 23, 2024, and as amended by Amendment No. 4 filed on September 24, 2024, and as amended by Amendment No. 5 filed on September 25, 2024, and as amended by Amendment No. 6 filed on October 4, 2024, and as amended by Amendment No. 7 filed on December 12, 2025, as amended the "Schedule 13D"). This statement of beneficial ownership on Schedule 13D is jointly filed by each of Vladimir Galkin and Angelica Galkin, husband and wife (collectively, the "Reporting Persons" and individually, a "Reporting Person"), with respect to the shares of the common stock, par value $0.00001 per share (the " Common Stock"), of Innovative Eyewear, Inc., a Florida corporation (the " Issuer"). According to the Issuer, the address of its principal executive office is 1900 Biscayne Blvd., Suite 630, North Miami, Florida 33181. Unless specifically amended hereby, the disclosures set forth in the Original Schedule 13D remain unchanged. Capitalized terms used but not otherwise defined herein have the meanings given to them in the Original Schedule 13D filed on September 23, 2024. | ||
| Item 4. | Purpose of Transaction | |
Effective December 26, 2025, the Reporting Persons sold approximately 2.7% of the Issuer's outstanding Common Stock through open market transactions, since their filing of Amendment No. 7 to this Schedule 13D filed on December 12, 2025. The Reporting Persons no longer believe that the Issuer represents an attractive investment based on the Issuer's business prospects and strategy, and intend to divest of their remaining shares of Common Stock in open market transactions over the next six (6) months. The Reporting Persons do not expect to have further communications with the board of directors of the Issuer, members of management and/or other shareholders with respect to operational, strategic, financial or governance matters. This represents a change in purpose from the initial investment. Notwithstanding the foregoing, the Reporting Persons reserve the right to acquire, or cause to be acquired, additional securities of the Issuer, to dispose of, or cause to be disposed of, such securities at any time or to formulate other purposes, plans or proposals regarding the Issuer or any of its securities, to the extent deemed advisable in light of general investment and trading policies of the Reporting Persons, market conditions or other factors. Other than as set forth above, the Reporting Persons do not have any plans or proposals as of the date of this filing which relate to or would result in any of the actions enumerated in Item 4 of the instructions to Schedule 13D. | ||
| Item 5. | Interest in Securities of the Issuer | |
| (a) | As of the date hereof, each of Vladimir Galkin and Angelica Galkin may be deemed to beneficially own 796,007 shares of Common Stock, representing approximately 16.0% of the issued and outstanding shares of Common Stock of Issuer. | |
| (b) | The foregoing beneficial ownership percentages reported in this Item 5 are based on 5,350,183 shares of the Issuer's Common Stock issued and outstanding as of November 6, 2025, based on information reported by the Issuer in the Quarterly Report on Form 10-Q for the quarter ended September 30, 2025, and filed with the Securities and Exchange Commission (the SEC) on November 13, 2025. | |
| (c) | See Rows 7-10 of the cover page for information regarding the power to vote or direct the vote and the power to dispose or direct the disposition of the shares of Common Stock by each of the Reporting Persons. | |
| (d) | All the transactions involving shares of Common Stock effected during the past sixty (60) days by any of the Reporting Persons, which were all in the open market, are set forth in Schedule A, and are incorporated herein by reference. Except as otherwise noted below, all such transactions were purchases and sales of shares of Common Stock effected in the open market, and the table includes commissions paid in per share prices. | |
| (e) | Not Applicable | |
| Item 6. | Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer | |
No person other than a Reporting Person has the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, Common Stock beneficially owned by the Reporting Persons. | ||
| Item 7. | Material to be Filed as Exhibits. | |
1. Schedule A 2. Joint Filing Agreement | ||
| 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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