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. 1)*
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Crisp Momentum Inc. (Name of Issuer) |
Common Stock, par value $0.0001 Per share (Title of Class of Securities) |
92934S502 (CUSIP Number) |
Aleksandr Rubin 5800 Lagorce Dr, Miami Beach, FL, 33140 9173795067 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) |
11/20/2025 (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. | 92934S502 |
| 1 |
Name of reporting person
Stockaccess SP Inc. | ||||||||
| 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, OO | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
| ||||||||
| 6 | Citizenship or place of organization
DELAWARE
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 11 | Aggregate amount beneficially owned by each reporting person
200,000,000.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
9.76 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
CO |
Comment for Type of Reporting Person:
The percentage in #11 is based on 2,049,621,210 shares of common stock outstanding, pursuant to a representation by the Issuer in that certain Stock Purchase Agreement dated September 5, 2025.
SCHEDULE 13D
|
| CUSIP No. | 92934S502 |
| 1 |
Name of reporting person
Aleksandr Rubin | ||||||||
| 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, OO | ||||||||
| 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
200,000,000.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
9.76 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
IN |
Comment for Type of Reporting Person:
The percentage in #11 is based on 2,049,621,210 shares of common stock outstanding, pursuant to a representation by the Issuer in that certain Stock Purchase Agreement dated September 5, 2025.
SCHEDULE 13D
|
| Item 1. | Security and Issuer | |
| (a) | Title of Class of Securities:
Common Stock, par value $0.0001 Per share | |
| (b) | Name of Issuer:
Crisp Momentum Inc. | |
| (c) | Address of Issuer's Principal Executive Offices:
1700 Palm Beach Lakes Blvd. Suite 820, West Palm Beach,
FLORIDA
, 33401. | |
Item 1 Comment:
This Amendment No. 1 to the Schedule 13D supplements and amends the Schedule 13D originally filed by Stockacces SP Inc. and Aleksandr Rubin (the "Reporting Persons") with the Securities and Exchange Commission on October 9, 2025. | ||
| Item 3. | Source and Amount of Funds or Other Consideration | |
Item 3 is amended to include the following: On November 20, 2025, Stockaccess entered into a Private Transaction Agreement (the "Transaction Agreement") with a third party, pursuant to which Stockaccess sold 300,000,000 shares of the Issuer's common stock for an aggregate purchase price of $2,400,000 (equivalent to $0.008 per share). | ||
| Item 5. | Interest in Securities of the Issuer | |
| (a) | Item 5(a) is amended and restated as follows: The number of shares of common stock beneficially owned by the Reporting Persons is 200,000,000, representing 9.76% of the outstanding shares of the Company. The following disclosure is based on 2,049,621,210 shares of common stock issued and outstanding of the Issuer pursuant to a representation by the Issuer in that certain Stock Purchase Agreement dated September 5, 2025. Mr. Rubin is the sole shareholder of Stockaccess. Mr. Rubin is therefore the ultimate beneficial owner of Stockaccess. Mr. Rubin disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein. | |
| (b) | 1. Stockaccess: (i) Sole power to vote or direct the vote: 0; (ii) Shared power to vote or direct the vote: 200,000,000; (iii) Sole power to dispose or direct the disposition: 0; (iv) Shared power to dispose or direct the disposition: 200,000,000. 2. Aleksandr Rubin: (i) Sole power to vote or direct the vote: 0; (ii) Shared power to vote or direct the vote: 200,000,000; (iii) Sole power to dispose or direct the disposition: 0; (iv) Shared power to dispose or direct the disposition: 200,000,000. | |
| 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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