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 13G
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UNDER THE SECURITIES EXCHANGE ACT OF 1934
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ETHZilla Corporation (Name of Issuer) |
Common Stock, $0.0001 par value per share (Title of Class of Securities) |
68236V302J (CUSIP Number) |
07/25/2024 (Date of Event Which Requires Filing of this Statement) |
| Check the appropriate box to designate the rule pursuant to which this Schedule is filed: |
 Rule 13d-1(b)
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 Rule 13d-1(c)
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| Rule 13d-1(d)
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SCHEDULE 13G
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| CUSIP No. | 68236V302J |
| 1 | Names of Reporting Persons
Cyber Citadel | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
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| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
CAYMAN ISLANDS
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
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| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
14,998,198.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
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| 11 | Percent of class represented by amount in row (9)
9.99 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
CO |
Comment for Type of Reporting Person: Number shown in Boxes 5, 7 and 9 includes warrants held by the reporting person that are exercisable for 124,302 shares of Common Stock within 60 days of the reporting event. At no time shall warrants held by Cyber Citadel be exercisable when such exercise would result in Cyber Citadel obtaining in excess of 9.99% of the Issuer's Common Stock issued and outstanding following such exercise as determined in accordance with Section 13(d) of the Securities Exchange Act of 1934, as amended, and Rule 13d-3 promulgated thereunder. The percentage shown in Box 11 is based on 150,007,819 shares of Common Stock outstanding as of August 25, 2025 and 124,302 warrant shares exercisable for Common Stock held by the reporting person.
SCHEDULE 13G
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| CUSIP No. | 68236V302J |
| 1 | Names of Reporting Persons
Konstantin Lomashuk | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
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| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
RUSSIAN FEDERATION
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
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| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
14,998,198.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
9.99 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
IN |
Comment for Type of Reporting Person: Number shown in Boxes 5, 7 and 9 includes warrants held by the reporting person that are exercisable for 124,302 shares of Common Stock within 60 days of the reporting event. At no time shall warrants held by Cyber Citadel be exercisable when such exercise would result in Cyber Citadel obtaining in excess of 9.99% of the Issuer's Common Stock issued and outstanding following such exercise as determined in accordance with Section 13(d) of the Securities Exchange Act of 1934, as amended, and Rule 13d-3 promulgated thereunder. The percentage shown in Box 11 is based on 150,007,819 shares of Common Stock outstanding as of August 25, 2025 and 124,302 warrant shares exercisable for Common Stock held by the reporting person.
SCHEDULE 13G
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| Item 1. | ||
| (a) | Name of issuer:
ETHZilla Corporation | |
| (b) | Address of issuer's principal executive offices:
2875 South Ocean Blvd., Suite 200, Palm Beach, FL 33480C | |
| Item 2. | ||
| (a) | Name of person filing:
Cyber Citadel Konstantin Lomashuk | |
| (b) | Address or principal business office or, if none, residence:
The address for the principal business office of Cyber Citadel is: 71 Fort Street, 3rd Floor George Town, Grand Cayman KY1-1111 The address for the principal business office of Konstantin Lomashuk is: c/o Cyber Citadel 71 Fort Street, 3rd Floor George Town, Grand Cayman KY1-1111 | |
| (c) | Citizenship:
Cyber Citadel is a Cayman Islands corporation; Konstantin Lomashuk is a citizen of Russia. | |
| (d) | Title of class of securities:
Common Stock, $0.0001 par value per share | |
| (e) | CUSIP No.:
68236V302J | |
| Item 3. | If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a: | |
| (a) | Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
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| (b) | Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
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| (c) | Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
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| (d) | Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
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| (e) | An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
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| (f) | An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
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| (g) | A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
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| (h) | A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
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| (i) | A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
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| (j) | A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution: | |
| (k) | Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
| |
| Item 4. | Ownership | |
| (a) | Amount beneficially owned:
14,998,198 shares of Common Stock. Konstantin Lomashuk may be deemed to possess voting and dispositive power in his capacity as sole owner of a controlling interest in Cyber Citadel and its affiliates. | |
| (b) | Percent of class:
9.99 %
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| (c) | Number of shares as to which the person has:
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| (i) Sole power to vote or to direct the vote:
14,998,198 | ||
| (ii) Shared power to vote or to direct the vote:
0 | ||
| (iii) Sole power to dispose or to direct the disposition of:
14,998,198 | ||
| (iv) Shared power to dispose or to direct the disposition of:
0 | ||
| Item 5. | Ownership of 5 Percent or Less of a Class. | |
| Item 6. | Ownership of more than 5 Percent on Behalf of Another Person. | |
Not Applicable
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| Item 7. | Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person. | |
Not Applicable
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| Item 8. | Identification and Classification of Members of the Group. | |
Not Applicable
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| Item 9. | Notice of Dissolution of Group. | |
Not Applicable
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| Item 10. | Certifications: |
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under ?? 240.14a-11. |
| 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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