ThZeal - The Zeal

SEC FORM 4 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).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Mathur Jaspreet

(Last)

(First)

(Middle)

9777 WILSHIRE BLVD., #400

(Street)

BEVERLY HILLS

90212

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
Limitless X Holdings Inc. [ LIMX ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Executive Officer

3. Date of Earliest Transaction (Month/Day/Year)
04/14/2025

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Series D 15% Cumulative Redeemable Perpetual Preferred Stock	04/14/2025		J⁽¹⁾		243,583	A	$25	253,583	D
Series D 15% Cumulative Redeemable Perpetual Preferred Stock	04/14/2025		J⁽²⁾		10,504	A	$25	10,504	I	By EM1 Capital LLC⁽³⁾
Series D 15% Cumulative Redeemable Perpetual Preferred Stock	04/14/2025		J⁽⁴⁾		6,127	A	$25	6,127	I	By Emblaze One, Inc.⁽⁵⁾

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. On April 14, 2025, Limitless X Holdings, Inc. (the "Issuer") and Jaspreet Mathur (the "Reporting Person") entered into a Debt Conversion Agreement, pursuant to which the Issuer and the Reporting Person agreed to convert $6,089,589 owed to the Reporting Person by the Issuer into 243,583 shares of the Issuer's Series D 15% Cumulative Redeemable Perpetual Preferred Stock ("Series D Preferred Stock"), based on a conversion price of $25 per share.

2. On April 14, 2025, the Issuer and EM1 Capital LLC entered into a Debt Conversion Agreement, pursuant to which the Issuer and EM1 Capital LLC agreed to convert $262,600 owed to EM1 Capital LLC by the Issuer into 10,504 shares of the Issuer's Series D Preferred Stock, based on a conversion price of $25 per share.

3. The Reporting Person is the Managing Member of EM1 Capital LLC.

4. On April 14, 2025, the Issuer and Emblaze One, Inc. entered into a Debt Conversion Agreement, pursuant to which the Issuer and Emblaze One, Inc. agreed to convert $153,179 owed to Emblaze One, Inc. by the Issuer into 6,127 shares of the Issuer's Series D Preferred Stock, based on a conversion price of $25 per share.

5. The Reporting Person is the Chief Executive Officer of Emblaze One, Inc.

	/s/ Jaspreet Mathur	04/15/2025
	** 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).
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