UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D/A
Under The Securities Exchange Act
of 1934
US NUCLEAR CORP.
(Name of Issuer)
Common Stock, $0.0001 Par Value
Per Share
(Title of Class of Securities)
91733U106
(CUSIP Number)
Richard Chiang
460 Brannan Street
Suite 78064
San Francisco, CA 94107
Telephone: (415) 713 6957
Email: rchiang8@gmail.com
(Name, Address and Telephone Number
of Person
Authorized to Receive Notices and
Communications)
Send all correspondence to:
Richard Chiang
460 Brannan Street
Suite 78064
San Francisco, CA 94107
Telephone: (415) 713 6957
Email: rchiang8@gmail.com
(Name, Address and Telephone Number
of Person Authorized to
Receive Notices and Communications)
February 26, March 2, March 6, March
23, March 26, April 16, 2018
______________________________________________
(Dates of Events 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), (f) or (g), check the following box
☐
.
SCHEDULE
13D
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(1)
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NAMES OF REPORTING PERSONS. S.S. OR I.R.S. IDENTIFICATION
NOS. OF ABOVE PERSONS (ENTITIES ONLY):
Richard Chiang
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(2)
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CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP (SEE INSTRUCTIONS)
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(a)
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(b)
☐
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(3) SEC USE ONLY
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(4)
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SOURCE
OF FUNDS (SEE INSTRUCTIONS)
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PF
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(5)
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CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(D) OR 2(E)
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(6)
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CITIZENSHIP OR PLACE OF ORGANIZATION
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United States
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NUMBER OF SHARES BENEFICIALLY OWNED
BY EACH REPORTING PERSON WITH
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(7) SOLE VOTING POWER
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1,150,154
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(8) SHARED VOTING POWER
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0
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(9) SOLE DISPOSITIVE POWER
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1,150,154
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(10) SHARED DISPOSITIVE
POWER
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0
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(11)
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,150,154
(12)
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES
☐
(13)
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
7.3%
(14) TYPE OF REPORTING
PERSON
IN
ITEM 1. SECURITY AND ISSUER.
The security upon which this report is based is the common
stock, par value $0.0001 per share, of US Nuclear Corp., a Delaware corporation, with its principal place of business located at
7051 Eton Avenue, Canoga Park, CA 91303.
ITEM 2. IDENTITY AND BACKGROUND.
The name of the person filing
this statement is Richard Chiang, hereinafter sometimes referred to as the
“Reporting Person.”
Mr.
Chiang's principal office is at 460 Brannan Street, Suite 78064, San Francisco, CA 94107. Mr. Chiang is the former President and
Chief Executive Officer of US Nuclear Corp., and is a private investor.
During the past five years, the Reporting
Person has not been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors). In addition, the
Reporting Person has not been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction during
the last five years which would make it 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 violations with respect to such laws.
The Reporting Person is a citizen of
the United States.
ITEM 3. SOURCE AND AMOUNT OF FUNDS
OR OTHER CONSIDERATION.
PF - On May 18, 2012, August 16, 2013,
and January 1, 2014, the Reporting Person purchased a total of 2,000,000 shares of common stock. All of these transactions
were issued not involving a public offering and in reliance upon an exemption from registration provided by Rule 506(b) of Regulation
D of the Securities Act of 1933, there was no general solicitation. In addition, Mr. Chiang received share certificates bearing
a legend stating that such shares are restricted pursuant to Rule 144 of the 1933 Securities Act. The aforementioned purchases
were acquired by the Reporting Person through personal funds (PF).
OO - On November 24, 2015, an entity
controlled by the Reporting Person was issued 175,000 shares of restricted common stock for services during a 3 month period. A
Form 8-K was previously filed disclosing this event. The beneficially owned shares calculated in this filing include both the Reporting
Person's shares and the 175,000 shares issued to the entity controlled by the Reporting Person.
ITEM 4. PURPOSE OF TRANSACTION.
On the dates of February 26, March 2,
March 6, March 23, March 26, April 16, 2018, the Reporting Person disposed of a total of 40,000 shares. The Reporting Person for
purposes of disclosure is no longer an affiliate of the Company and the purpose of this 13D/A disclosure is to disclose the reduction
in ownership from 8.5% of the Issuer to 8.2% however, due to the increase of shares issued and outstanding by the Issuer as reported
in its annual on Form 10-K filed on April 17, 2018, the Reporting Person’s new ownership is 7.3% which is based not on the
Reporting Person’s disposed shares but from the increased number of shares issued and outstanding, which reduced the Reporting
Person’s interest and prompted the 1% required change in ownership disclosure to be made.
ITEM 5. INTEREST IN SECURITIES OF
THE ISSUER.
Based upon the Issuer’s issued
and outstanding shares published within its Form 10-K filed April 17, 2018, the Reporting Person maintains 7.3% ownership of the
Issuer.
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS
WITH RESPECT TO SECURITIES OF THE ISSUER.
None.
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.
Signature:
/s/ Richard Chiang
Richard Chiang
US Nuclear (PK) (USOTC:UCLE)
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