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.
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13D
Under the Securities Exchange Act of 1934
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SOCKET MOBILE, INC. (Name of Issuer) |
SCKT (Title of Class of Securities) |
83368E200 (CUSIP Number) |
Lynn Zhao 40675 Encyclopedia Cir., Fremont, CA, 94587 5109333016 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) |
05/30/2025 (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. | 83368E200 |
| 1 |
Name of reporting person
Mills Enrico Kevin | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b)
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| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
PF | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
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| 6 | Citizenship or place of organization
SWITZERLAND
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
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| 11 | Aggregate amount beneficially owned by each reporting person
763,098.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
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| 13 | Percent of class represented by amount in Row (11)
9.1 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
IN |
Comment for Type of Reporting Person:
(1) Consists of (i) 286,389 shares of Common Stock held by Enrico Mills, (ii) 50,415 shares held in custodial accounts for his minor children, and (iii) up to 426,294 shares of Common Stock issuable to Enrico Mills upon conversion of convertible subordinated secured promissory notes. (2) Percentage ownership is based on 8,348,055 shares of common stock of Socket Mobile, Inc. deemed to be outstanding, which consists of (i) 7,921,761 shares of Common Stock outstanding as of June 2, 2025, and (ii) 426,294 shares of Common Stock issuable upon conversion of the convertible subordinated secured promissory notes described in footnote 1 above.
SCHEDULE 13D
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| Item 1. | Security and Issuer |
| (a) | Title of Class of Securities:
SCKT |
| (b) | Name of Issuer:
SOCKET MOBILE, INC. |
| (c) | Address of Issuer's Principal Executive Offices:
40675 ENCYCLOPEDIA CIRCLE, 40675 ENCYCLOPEDIA CIRCLE, FREMONT,
CALIFORNIA
, 94538-2475. |
| Item 2. | Identity and Background |
| (a) | This Schedule 13D is being filed by Enrico Mills (the 'Reporting Person'). |
| (b) | The business address of Reporting Person is c/o Socket Mobile, Inc., 40675 Encyclopedia Cir., Fremont, CA 94538. |
| (c) | The Reporting Person is employed by the Issuer as General Manager Applications. The Issuer's business address is 40675 Encyclopedia Cir., Fremont, CA 94538. |
| (d) | No. |
| (e) | No |
| (f) | Switzerland, Ireland and the United Kingdom |
| Item 3. | Source and Amount of Funds or Other Consideration |
2024 Convertible Note Financing On August 21, 2024, the Reporting Person purchased a convertible subordinated secured promissory note from the Issuer in the principal amount of $250,000 (the "2024 Note"). The 2024 Note carries a 10% annual interest rate and has a maturity date of August 21, 2027. The principal amount of the 2024 Note is convertible, at the option of the holder, into a maximum of 262,742 shares of Common Stock at any time on or prior to the maturity date. The Reporting Person used personal funds for the purchase and is the beneficial owner of the 2024 Note, holding sole power to dispose of or direct its disposition. 2025 Convertible Note Financing On May 30, 2025, the Reporting Person purchased a convertible subordinated secured promissory note from the Issuer in the principal amount of $175,000 (the 2025 Note). The 2025 Note carries a 10% annual interest rate and has a maturity date of May 30, 2028. The principal amount of the 2025 Note is convertible, at the option of the holder, into a maximum of 163,551 shares of Common Stock at any time on or prior to the maturity date. The Reporting Person used personal funds for the purchase and is the beneficial owner of the 2025 Note, holding sole power to dispose of or direct its disposition. | |
| Item 4. | Purpose of Transaction |
The acquisition of the 2024 Note and 2025 Note by the Reporting Person was for investment purposes only. As of the date of this statement, the Reporting Person has no present plans or proposals that relate to or would result in any of the matters described in subparagraphs (a) through (j) of Item 4 of the instructions to Schedule 13D. | |
| Item 5. | Interest in Securities of the Issuer |
| (a) | The Reporting Person is the beneficial owner of 763,098 shares of Common Stock, consisting of (i) 286,389 shares of Common Stock held by him, (ii) 50,415 shares of Common Stock held in custodial accounts for his minor children, (iii) up to 262,743 shares of Common Stock issuable to the Reporting Person upon conversion of the convertible subordinated secured promissory note purchased by the Reporting Person on August 21, 2024 (the '2024 Note'), and (iv) up to 163,551 shares of Common Stock issuable to the Reporting Person upon conversion of the 2025 Note. Such shares of Common Stock, collectively, represent approximately 9.14% of the 8,348,055 shares of Common Stock deemed to be outstanding for the purpose of computing the percentage of outstanding shares of Common Stock owned by the Reporting Person pursuant to SEC Rule 13d-3(d)(1), and which consists of (i) 7,921,761 shares of Common Stock outstanding as of June 2, 2025 and (ii) 426,294 shares of Common Stock issuable upon conversion of the 2024 Note and 2025 Note described above. |
| (b) | The Reporting Person has sole power to vote and dispose of all shares of Common Stock beneficially owned by him. |
| (c) | On February 1, 2025, the Reporting Person was granted 12,500 shares of restricted stock as employment compensation, which vest over a four-year period. |
| (d) | N/A |
| (e) | N/A |
| Item 6. | Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer |
None | |
| Item 7. | Material to be Filed as Exhibits. |
https://www.sec.gov/Archives/edgar/data/944075/000094407524000060/ex10_1.htm https://www.sec.gov/Archives/edgar/data/944075/000094407525000029/ex10_1.htm |
| 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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