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Pyrium, Inc. – ‘CFPORTAL’ on 10/31/23

On:  Tuesday, 10/31/23, at 1:28pm ET   ·   Accession #:  1803934-23-1   ·   File #:  7-00457

Previous ‘CFPORTAL’:  None   ·   Next & Latest:  ‘CFPORTAL/A’ on 4/2/24

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  As Of               Filer                 Filing    For·On·As Docs:Size

10/31/23  Pyrium, Inc.                      CFPORTAL               1:8K

Application for Registration by a Crowdfunding Portal   —   Form Funding Portal   —   SEA’34

Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: CFPORTAL    Application for Registration by a Crowdfunding      HTML      8K 
                Portal -- primary_doc.xml


        

This ‘CFPORTAL’ Document is an XML Data File that may be rendered in various formats:

  Form Funding Portal    –   Plain Text   –  SEC Website  –  EDGAR System  –    XML Data    –  <?xml?> File
 
 
SEC Info℠ rendering:  Application for Registration by a Crowdfunding Portal
 

CFPORTAL: Filer Information

CFPORTAL: Identifying Information

Schedule A must be completed as part of all initial applications. Amendments to Schedule A must be provided on Schedule B. Schedule C must be completed by nonresident funding portals. If this is a withdrawal of a funding portal's registration, complete Schedule D.

Exact name, principal business address, mailing address, if different, and contact information of the funding portal.

A. Full name of the funding portal:
Pyrium, Inc.
B. Name(s) under which business is conducted, if different from Item 1A:
Website URL(s) under which business is conducted, if different from Item 1A:
https://www.pyrium.co
C. IRS Empl. Ident. No:
84-4194943
D. If a name and/or website URL in (1A) or (1B) has changed since the funding portal's most recent Form Funding Portal, enter the previous name and/or website URL and specify whether the name change is of the: Checkbox not checked funding portal name (1A)  Checkbox not checked business name/website (1B)
E. Funding portal's main street address (Do not use a P.O. Box):
Address 1:
584 Castro St.
Address 2:
#2134
City:
SAN FRANCISCO
State/Country:
CALIFORNIA
Mailing Zip/ Postal Code:
94114
F. Mailing Address(es) (if different) and office locations (if more than one):
Mailing Address
Check here if mailing address is the same as the main address entered in Item 1.E.
Checkbox checked
Address 1:
584 Castro St.
Address 2:
#2134
City:
SAN FRANCISCO
State/Country:
CALIFORNIA
Zip/Postal Code:
94114
Other Office Locations
Address 1:
Address 2:
City:
State/Country:
Zip/Postal Code:
G. Contact Information:
Telephone Number:
415-613-7724
Fax Number:
E-mail Address:
divya@pyrium.co
H. Contact employee information:
Prefix
First Name:
Divya
Middle Name:
NMN
Last Name:
Reddy
Suffix:
Title:
CCO
Direct Telephone Number:
Fax Number:
Direct E-Mail Address:
I. Month applicant's fiscal year ends:
December
J. Registrations
Was the applicant previously registered on Form Funding Portal as a funding portal or with the Commission in any other capacity?
Radio button not checked  Yes  Radio button checked  No
K. Foreign registrations
(1) Is the applicant registrant with a foreign financial regulatory authority? Answer "no" even if affiliatted with a business that is registered with a foreign financial regulatory authority
.		Radio button not checked  Yes  Radio button checked  No
If "yes", complete Section K.2 below.
(2) List the name, in English, of each foreign financial regulatory authority and country with which the applicant is registered. A separate entry must be completed for each foreign financial regulatory authority with which the applicant is registered.

CFPORTAL: Form of Organization

CFPORTAL: Successions

A. Is the applicant at the time of this filing succeeding to the business of a currently registered funding portal? Do not report previous successions already reported on Form Funding Portal. If "yes," complete Section 3.B. below. Radio button not checked  Yes  Radio button checked  No

CFPORTAL: Control Relationships

In this Item, identify every person that, directly or indirectly, controls the applicant, controls management or policies of the applicant, or that the applicant directly or indirectly controls.
Marquesa Finch


Divya Reddy


Kelly Kimball


If this is an initial application, the applicant also must complete Schedule A. Schedule A asks for information about direct owners and executive officers. If this is an amendment updating information reported on the Schedule A filed with the applicant's initial application, the applicant must complete Schedule B.

CFPORTAL: Disclosure Information

In this Item, provide information about the applicant's disciplinary history and the disciplinary history of all associated persons or control affiliates of the applicant (as applicable). This information is used to decide whether to revoke registration, to place limitations on the applicant's activities as a funding portal, and to identify potential problem areas on which to focus during examinations. One event may result in the requirement to answer "yes" to more than one of the questions below. Check all answers that apply. Refer to the Explanation of Terms section of Form Funding Portal Instructions for explanation of italicized terms.

If the answer is "yes" to any question in this Item, the applicant must complete the appropriate Disclosure Reporting Page ("DRP") (FP) - Criminal, Regulatory Action, Civil Judicial Action, Bankruptcy/SIPC, Bond, or Judgment/Lien, as applicable.

Criminal Disclosure

If the answer is "yes" to any question below, complete a Criminal DRP.

Regulatory Action Disclosure

If the answer is "yes" to any question below, complete a Regulatory Action DRP.

C. Has the SEC or the Commodities Futures Trading Commission ("CFTC") ever:
(1) found the applicant or any associated person to have made a false statement or omission?
Radio button not checked Yes   Radio button checked No
(2) found the applicant or any associated person to have been involved in a violation of any SEC or CFTC regulations or statutes?
Radio button not checked Yes   Radio button checked No
(3) found the applicant or any associated person to have been a cause of the denial, suspension, revocation, or restriction of the authorization of an investment-related business to operate?
Radio button not checked Yes   Radio button checked No
(4) entered an order against the applicant or any associated person in connection with investment-related activity?
Radio button not checked Yes   Radio button checked No
(5) imposed a civil money penalty on the applicant or any associated person, or ordered the applicant or any associated person to cease and desist from any activity?
Radio button not checked Yes   Radio button checked No
D. Has any other federal regulatory agency, any state regulatory agency, or any foreign financial regulatory authority:
(1) ever found the applicant or any associated person to have made a false statement or omission, or been dishonest, unfair, or unethical?
Radio button not checked Yes   Radio button checked No
(2) ever found the applicant or any associated person to have been involved in a violation of investment-related regulations or statutes?
Radio button not checked Yes   Radio button checked No
(3) ever found the applicant or any associated person to have been the cause of a denial, suspension, revocation, or restriction of the authorization of an investment-related business to operate?
Radio button not checked Yes   Radio button checked No
(4) in the past ten years entered an order against the applicant or any associated person in connection with an investment-related activity?
Radio button not checked Yes   Radio button checked No
(5) ever denied, suspended, or revoked the registration or license of the applicant or that of any associated person, or otherwise prevented the applicant or any associated person of the applicant, by order, from associating with an investment-related business or restricted the activities of the applicant or any associated person?
Radio button not checked Yes   Radio button checked No
E. Has any self-regulatory organization or commodities exchange ever:
(1) found the applicant or any associated person to have made a false statement or omission?
Radio button not checked Yes   Radio button checked No
(2) found the applicant or any associated person to have been involved in a violation of its rules (other than a violation designated as a minor rule violation under a plan approved by the SEC?
Radio button not checked Yes   Radio button checked No
(3) found the applicant or any associated person to have been the cause of a denial, suspension, revocation or restriction of the authorization of an investment-related business to operate?
Radio button not checked Yes   Radio button checked No
(4) disciplined the applicant or any associated person by expelling or suspending the applicant or the associated person from membership, barring or suspending the applicant or the associated person from association with other members, or by otherwise restricting the activities of the applicant or the associated person?
Radio button not checked Yes   Radio button checked No
F. Has the applicant or any associated person ever had an authorization to act as an attorney, accountant, or federal contractor revoked or suspended? Radio button not checked Yes   Radio button checked No
G. Is the applicant or any associated person currently the subject of any regulatory proceeding that could result in a "yes" answer to any part of Item 5-C, 5-D, or 5-E? Radio button not checked Yes   Radio button checked No

Civil Judicial Disclosure

If the answer is "yes" to a question below, complete a Civil Judicial Action DRP.

H. Has any domestic or foreign court:
(1) in the past ten years, enjoined the applicant or any associated person in connection with any investment-related activity?
Radio button not checked Yes   Radio button checked No
(2) ever found that the applicant or any associated person was involved in a violation of investment-related statutes or regulations?
Radio button not checked Yes   Radio button checked No
(3) ever dismissed, pursuant to a settlement agreement, an investment-related civil action brought against the applicant or any associated person by a state or foreign financial regulatory authority?
Radio button not checked Yes   Radio button checked No
I. Is the applicant or any associated person now the subject of any civil proceeding that could result in a "yes" answer to any part of Item 5-H(1)-(3)? Radio button not checked Yes   Radio button checked No

Financial Disclosure

If the answer is "yes" to a question below, complete a Bankruptcy/Disclosure, Bond Disclosure or Judgment/Lien DRP, as applicable.

J. In the past ten years, has the applicant or a control affiliate of the applicant ever been a securities firm or a control affiliate of a securities firm that:
(1) has been the subject of a bankruptcy petition?
Radio button not checked Yes   Radio button checked No
(2) has had a trustee appointed or a direct payment procedure initiated under the Securities Investor Protection Act?
Radio button not checked Yes   Radio button checked No
K. Has a bonding company ever denied, paid out on, or revoked a bond for the applicant? Radio button not checked Yes   Radio button checked No
L. Does the applicant have any unsatisfied judgments or liens against it? Radio button not checked Yes   Radio button checked No

CFPORTAL: Non-Securities Related Business

Does the applicant engage in any non-securities related business? Radio button checked Yes  Radio button not checked No 
If "yes", briefly describe the non-securities business.
Pyrium tends to be an education portal for users to learn about investing, venture capital, and best practices when it comes to investing into private companies. Pyrium will not be compensated for this service.

CFPORTAL: Qualified Third Party Arrangements; Compensation Arrangements

A. Qualified Third Party Arrangements. Complete the following information for each person that will hold investor funds in escrow or otherwise pursuant to the requirements of Rule 303(e) of Regulation Crowdfunding (17 CFR 227.303(e)).
Name of person:
North Capital Private Securities Corporation
Address 1:
623 E. Fort Union Blvd.
Address 2:
Suite 101
City:
Salt Lake City
State/Country:
UTAH
Mailing Zip/ Postal Code:
84047
Phone Number:
801-810-7805
B. Compensation. Please describe any compensation arrangements the funding portal has with issuers.
Pyrium will receive a commission between 6% and 10% for completed offerings.

EXECUTION

The funding portal consents that service of any civil action brought by or notice of any proceeding before the Securities and Exchange Commission or any self-regulatory organization in connection with the funding portal's investment-related business may be given by registered or certified mail to the funding portal's contact person at the main address, or mailing address, if different, given in Items 1.E, 1.F. and 1.H.. If the applicant is a nonresident funding portal, it must complete Schedule C to designate a U.S. agent for service of process.

The undersigned represents and warrants that he/she has executed this form on behalf of, and is duly authorized to bind, the funding portal. The undersigned and the funding portal represent that the information and statements contained herein and other information filed herewith, all of which are made a part hereof, are current, true and complete. The undersigned and the funding portal further represent that, if this is an amendment, to the extent that any information previously submitted is not amended, such information is currently accurate and complete.

Date:
10/31/23
Full Legal Name of Funding Portal:
Pyrium, Inc.
By: (Signature)
Marquesa Finch
Title:
CEO

FORM FUNDING PORTAL SCHEDULE A

Direct Owners and Executive Officers

  • 1. Complete Schedule A only if submitting an initial application. Schedule A asks for information about the applicant's direct owners and executive officers. Use Schedule B to amend this information.

    Guidance: To determine direct ownership and executive officer status, see instruction 2 below.

  • 2. Direct Owners and Executive Officers. List below the names of:
    (a) each Chief Executive Officer, Chief Financial Officer, Chief Operations Officer, Chief Legal Officer, Chief Compliance Officer, director and any other individuals with similar status or functions;

    (b) if applicant is organized as a corporation, each shareholder that is a direct owner of 5% or more of a class of the applicant's voting securities, unless applicant is a public reporting company (a company subject to Section 13 or 15(d) of the Exchange Act);

    Direct owners include any person that owns, beneficially owns, has the right to vote, or has the power to sell or direct the sale of 5% or more of a class of the applicant's voting securities. For purposes of this Schedule, a person beneficially owns any securities: (i) owned by his/her child, stepchild, grandchild, parent, stepparent, grandparent, spouse, sibling, mother-in-law, father-in-law, son-in-law, daughter-in-law, brother-in-law, or sister-in-law, sharing the same residence; or (ii) that he/she has the right to acquire, within 60 days, through the exercise of any option, warrant, or right to purchase the security.


    (c) if the applicant is organized as a partnership, all general partners and those limited and special partners that have the right to receive upon dissolution, or have contributed, 5% or more of the applicant's capital.

    (d) in the case of a trust, (i) a person that directly owns 5% or more of a class of the applicant's voting securities, or that has the right to receive upon dissolution, or has contributed, 5% or more of the applicant's capital, (ii) the trust and (iii) each trustee; and

    (e) if the applicant is organized as a limited liability company ("LLC"), (i) those members that have the right to receive upon dissolution, or have contributed, 5% or more of the applicant's capital, and (ii) if managed by elected managers, all elected managers.

  • 3. In the DE/FE/NP column below, enter "DE" if the owner is a domestic entity, "FE" if the owner is an entity incorporated or domiciled in a foreign country, or "NP" if the owner or executive officer is a natural person.

  • 4. Complete the Title or Status column by entering board/management titles; status as partner, trustee, sole proprietor, elected manager, shareholder, or member; and for shareholders or members, the class of securities owned (if more than one is issued).

  • 5. Ownership codes are:
    • NA – less than 5%
    • A – 5% but less than 10%
    • B – 10% but less than 25%
    • C – 25% but less than 50%
    • D – 50% but less than 75%
    • E – 75% or more
    • G – Other (general partner, trustee, or elected member)

  • 6. Control Person:
    (a) In the Control Person column, enter "Yes" if the person has control as defined in the Glossary of Terms to Form Funding Portal, and enter "No" if the person does not have control. Note that under this definition, most executive officers and all 25% owners, general partners, elected managers, and trustees are "control persons".
    (b) In the PR column, enter "PR" if the owner is a public reporting company under Section 13 or 15(d) of the Exchange Act.

Complete each of the following:

FORM FUNDING PORTAL SCHEDULE C

Nonresident Funding Portals

Service of Process and Certification Regarding Prompt Access to Books and Records and Ability to Submit to Inspections and Examinations

Each nonresident funding portal applicant shall use Schedule C of Form Funding Portal to: identify its United States agent for service of process, and certify that it can, as a matter of law and will: (1) provide the Commission and any registered national securities association of which it becomes a member with prompt access to its books and records, and (2) submit to onsite inspection and examination by the Commission and any registered national securities association of which it becomes a member.

A. Agent for Service of Process:

1. Name of United States person applicant designates and appoints as agent for service of process:
2. Address of United States person applicant designates and appoints as agent for service of process
Address 1:
Address 2:
City:
State/Country:
Mailing Zip/ Postal Code:
  • The above identified agent for service of process may be served any process, pleadings, subpoenas, or other papers in:

    (a) any investigation or administrative proceeding conducted by the Commission that relates to the applicant or about which the applicant may have information; and

    (b) any civil or criminal suit or action or proceeding under the federal securities laws brought against the applicant or to which the applicant has been joined as defendant or respondent, in any appropriate court in any place subject to the jurisdiction of any state or of the United States or of any of its territories or possessions or of the District of Columbia. The applicant has stipulated and agreed that any such suit, action or administrative proceeding may be commenced by the service of process upon, and that service of an administrative subpoena shall be effected by service upon, the above-named agent for service of process, and that service as aforesaid shall be taken and held in all courts and administrative tribunals to be valid and binding as if personal service thereof had been made.

B. Certification regarding access to records and ability to submit to inspections and examinations:

  • Applicant can, as a matter of law, and will:

    1. provide the Commission and any registered national securities association of which it becomes a member with prompt access to its books and records, and
    2. submit to onsite inspection and examination by the Commission and any registered national securities association of which it becomes a member.

  • Applicant must attach as an exhibit to this Form Funding Portal, Exhibit C, a copy of the opinion of counsel it is required to obtain in accordance with Rule 400(f) of Regulation Crowdfunding, i.e., the opinion of counsel that the nonresident funding portal can, as a matter of law, provide the Commission and any registered national securities association of which the nonresident funding portal becomes a member with prompt access to the books and records of such nonresident funding portal, and that the nonresident funding portal can, as a matter of law, submit to onsite inspection and examination by the Commission and any registered national securities association of which the nonresident funding portal becomes a member.

  • EXECUTION FOR NON-RESIDENT FUNDING PORTALS

  • The undersigned represents and warrants that he/she has executed this form on behalf of, and is duly authorized to bind, the nonresident funding portal. The undersigned and the nonresident funding portal represent that the information and statements contained herein and other information filed herewith, all of which are made a part hereof, are current, true and complete. The undersigned and the nonresident funding portal further represent that, if this is an amendment, to the extent that any information previously submitted is not amended, such information is currently accurate and complete.

  • The undersigned certifies that the nonresident funding portal can, as a matter of law, and will provide the Commission and any registered national securities association of which it becomes a member with prompt access to the books and records of such nonresident funding portal and can, as a matter of law, and will submit to onsite inspection and examination by the Commission and any national securities association of which it becomes a member. Finally, the undersigned authorizes any person having custody or possession of these books and records to make them available to federal regulatory representatives.
Signature:
Printed Name:
Title:
Date:

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