SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
Lee Edward Shihai

(Last) (First) (Middle)
C/O FOCUS UNIVERSAL INC.
2311 LOCUST STREET

(Street)
ONTARIO CA 91761

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
FOCUS UNIVERSAL INC. [ FCUV ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director X 10% Owner
X Officer (give title below) Other (specify below)
President and Director
3. Date of Earliest Transaction (Month/Day/Year)
01/07/2021
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common stock 01/07/2021 G(1) 142,800 D (1) 6,657,200 D(1)
Common stock 01/07/2021 G(1) 142,800 A (1) 1,701,800 I See Footnote(1)
Common stock 02/01/2021 G(2) 125,000 D (2) 6,532,200 D(2)
Common stock 02/01/2021 G(2) 125,000 A (2) 1,826,800 I See Footnote(2)
Common stock 02/04/2021 G(3) 125,000 D (3) 6,407,200 D(3)
Common stock 02/04/2021 G(3) 125,000 A (3) 1,951,800 I See Footnote(3)
Common stock 02/10/2021 G(4) 125,000 D (4) 6,282,200 D(4)
Common stock 02/10/2021 G(4) 125,000 A (4) 2,076,800 I See Footnote(4)
Common stock 02/10/2021 G(5) 125,000 D (5) 6,157,200 D(5)
Common stock 02/10/2021 G(5) 125,000 A (5) 125,000 I See Footnote(5)
Common stock 02/10/2021 G(6) 125,000 D (6) 6,032,200 D(6)
Common stock 02/10/2021 G(6) 125,000 A (6) 125,000 I See Footnote(6)
Common stock 03/01/2021 G(7) 250,000 D (7) 5,782,200 D(7)
Common stock 03/01/2021 G(7) 250,000 A (7) 375,000 I See Footnote(7)
Common stock 03/01/2021 G(8) 250,000 D (8) 5,532,200 D(8)
Common stock 03/01/2021 G(8) 250,000 A (8) 375,000 I See Footnote(8)
Common stock 03/03/2021 G(9) 375,000 D (9) 5,157,200 D(9)
Common stock 03/03/2021 G(9) 375,000 A (9) 2,451,800 I See Footnote(9)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Explanation of Responses:
1. The Reporting Person transferred 142,800 shares of the Issuer's Common Stock to the Reporting Person and Jennifer Gu, the Reporting Person's Spouse, as trustees of the Lee-Gu Family Foundation dated January 7, 2021.
2. The Reporting Person transferred 125,000 shares of the Issuer's Common Stock to the Reporting Person and Jennifer Gu, the Reporting Person's Spouse, as trustees of the Lee-Gu Family Foundation dated February 1, 2021.
3. The The Reporting Person transferred 125,000 shares of the Issuer's Common Stock to the Reporting Person and Jennifer Gu, the Reporting Person's Spouse, as trustees of the Lee-Gu Family Foundation dated February 4, 2021.
4. The Reporting Person transferred 125,000 shares of the Issuer's Common Stock to the Reporting Person and Jennifer Gu, the Reporting Person's Spouse, as trustees of the Lee-Gu Family Foundation dated February 10, 2021.
5. The Reporting Person transferred 125,000 shares of the Issuer's Common Stock to the Brandon Lee Irrevocable Trust, the beneficiary of which is the Reporting Person's child. The Reporting Person may be deemed to have indirect beneficial ownership of 125,000 shares of Common Stock through his child dated February 10, 2021.
6. The Reporting Person transferred 125,000 shares of the Issuer's Common Stock to the Isabella Lee Irrevocable Trust, the beneficiary of which is the Reporting Person's child. The Reporting Person may be deemed to have indirect beneficial ownership of 125,000 shares of Common Stock through his child dated February 10, 2021.
7. The Reporting Person transferred 250,000 shares of the Issuer's Common Stock to the Brandon Lee Irrevocable Trust, the beneficiary of which is the Reporting Person's child. The Reporting Person may be deemed to have indirect beneficial ownership of 250,000 shares of Common Stock through his child dated March 1, 2021.
8. The Reporting Person transferred 250,000 shares of the Issuer's Common Stock to the Isabella Lee Irrevocable Trust, the beneficiary of which is the Reporting Person's child. The Reporting Person may be deemed to have indirect beneficial ownership of 250,000 shares of Common Stock through his child dated March 1, 2021.
9. The Reporting Person transferred 375,000 shares of the Issuer's Common Stock to the Reporting Person and Jennifer Gu, the Reporting Person's Spouse, as trustees of the Lee-Gu Family Foundation dated March 3, 2021.
Remarks:
The Reporting Person made these changes for estate planning purposes, but he could only medallion signature guarantee certain amounts of shares per week which why there are multiple transfers.
/s/ Gilbert J. Bradshaw, Attorney-in-Fact for Edward Lee 03/10/2021
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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