Form SCHEDULE 13G PetVivo Holdings, Inc. Filed by: NAZARENKO ALEX
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13G
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UNDER THE SECURITIES EXCHANGE ACT OF 1934
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PetVivo Holdings, Inc. (Name of Issuer) |
Common Stock (Title of Class of Securities) |
(CUSIP Number) |
07/24/2026 (Date of Event Which Requires Filing of this Statement) |
| Check the appropriate box to designate the rule pursuant to which this Schedule is filed: |
| Rule 13d-1(b) |
| Rule 13d-1(c) |
| Rule 13d-1(d) |
SCHEDULE 13G
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| CUSIP No. |
| 1 | Names of Reporting Persons
Alexander Nazarenko | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b) | ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
UNITED STATES
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
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| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
8,044,085.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
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| 11 | Percent of class represented by amount in row (9)
18.73 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
IN |
Comment for Type of Reporting Person: [1] The total Sole Voting Power and Dispositive Power consists of 2,045,081 shares of common stock. In addition to the common shares reported in this Schedule 13G, the Individual owns and/or controls 1,011,985 Warrants of the issuer. The Warrants are exercisable on the following schedule: 210,000 expires on August 10, 2026; 300,000 expires on August 13, 2026; 30,556 expires on February 13, 2027; 371,429 expires on May 15, 2027; and 200,000 expires on February 9, 2029. These Warrants have not been exercised. Pursuant to SEC Rule 13d-3(d) (1), these Warrants are therefore not included in the Company's aggregate shareholdings for purposes of this Schedule G.
[2] The total Shared Voting Power and Dispositive Power consists of 70,000 shares issued to Reporting Person's wife, Elizabeth Nazarenko, as well as 4,000,000 shares of preferred stock issued to American Phoenix, Inc., a corporation wherein the Individual has a controlling interest and 1,000,000 shares of preferred stock issued to 2N Company, LLC, a limited liability company wherein the Individual has a controlling interest; the preferred stock issued to American Phoenix, and 2N Company has the same voting rights as the common stock. Furthermore, American Phoenix, Inc. and 2N Company have been issued 473,273 and 455,731 shares of common stock pursuant to quarterly dividend grants related to the terms of the preferred stock owned by each entity.
[3] According to the recent share outstanding amount listed on the OTCMarkets website and the Company records, there were 37,950,495 outstanding common shares and 5,000,000 shares of outstanding preferred shares, respectively, as of July 22, 2026. The common shares and preferred shares owned and/or controlled by the Individual as of July 22, 2026 totaled 18.73% of the common and preferred shares outstanding.
[4] This filing is made in reliance upon SEC Rule 13d-1(c). The Individual, (a) has not acquired the securities with any purpose, or with the effect, of changing or influencing the control of the issuer, or in connection with or as a participant in any transaction having that purpose or effect, including any transaction subject to Rule 13d-3(b); (b) is not a person reporting pursuant to SEC Rule 13d-1(b)(1); and (c) is not directly or indirectly the beneficial owner of 20 percent of more of the class.
SCHEDULE 13G
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| Item 1. | ||
| (a) | Name of issuer:
PetVivo Holdings, Inc. | |
| (b) | Address of issuer's principal executive offices:
5151 Edina Industrial Blvd. Suite 575 Edina MN 55439 | |
| Item 2. | ||
| (a) | Name of person filing:
Alexander Nazarenko | |
| (b) | Address or principal business office or, if none, residence:
4511 Strawberry Lane, Golden Valley, MN 55416 | |
| (c) | Citizenship:
United States of America | |
| (d) | Title of class of securities:
Common Stock | |
| (e) | CUSIP No.:
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| Item 3. | If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a: | |
| (a) | Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o); | |
| (b) | Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c); | |
| (c) | Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c); | |
| (d) | Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8); | |
| (e) | An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E); | |
| (f) | An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F); | |
| (g) | A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G); | |
| (h) | A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813); | |
| (i) | A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3); | |
| (j) | A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution: | |
| (k) | Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K). | |
| Item 4. | Ownership | |
| (a) | Amount beneficially owned:
8,044,085 | |
| (b) | Percent of class:
18.73% %
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| (c) | Number of shares as to which the person has:
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| (i) Sole power to vote or to direct the vote:
2,045,081 | ||
| (ii) Shared power to vote or to direct the vote:
5,999,004 | ||
| (iii) Sole power to dispose or to direct the disposition of:
2,045,081 | ||
| (iv) Shared power to dispose or to direct the disposition of:
5,999,004 | ||
| Item 5. | Ownership of 5 Percent or Less of a Class. | |
| Item 6. | Ownership of more than 5 Percent on Behalf of Another Person. | |
If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than 5 percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required.
Elizabeth Nazarenko has the right to receive dividends from, and proceeds from the sale of, the 50,000 shares held by her. American Phoenix, Inc. and 2N Company, LLC have the right to receive dividends from, and proceeds from the sale of, securities held directly by those entities. The Reporting Person has a controlling interest in each such entity. | ||
| Item 7. | Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person. | |
Not Applicable
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| Item 8. | Identification and Classification of Members of the Group. | |
Not Applicable
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| Item 9. | Notice of Dissolution of Group. | |
Not Applicable
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| Item 10. | Certifications: |
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under § 240.14a-11. |
| 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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