SCHEDULE: Danny Dass Takes 32.5% Stake in Black Titan Corp
Beneficial Ownership Report (Schedule 13D)
Danny Vincent Dass has acquired a 32.5% beneficial ownership stake in Black Titan Corp, totaling 2,344,100 ordinary shares, following a series of merger and share exchange agreements.
Summary
- Danny Vincent Dass, Chief Operating Officer of Studio Maze Sdn. Bhd., reported beneficial ownership of 2,344,100 Ordinary Shares of Black Titan Corp.
- This acquisition represents 32.5% of the outstanding shares of Black Titan Corp's class.
- The acquisition event occurred on October 1, 2025, stemming from a Merger and Contribution and Share Exchange Agreement dated August 19, 2024, and a subsequent Share Exchange Agreement dated July 25, 2025.
- Through these agreements, Titan Pharmaceuticals, Inc. merged into a wholly owned subsidiary of Black Titan Corp, and shareholders of TalenTec Sdn. Bhd., including Mr. Dass, exchanged their TalenTec shares for Black Titan Corp Ordinary Shares.
- Mr. Dass received 2,344,100 Ordinary Shares in exchange for his 275,000 TalenTec shares, which he had previously purchased in a private transaction on December 23, 2024.
- Mr. Dass holds sole voting and dispositive power over all the acquired shares.
- The stated purpose of the acquisition is for investment, with no current plans for significant changes to the issuer's business or corporate structure.
Sentiment
Score: 5
Explanation: The filing is neutral as it is a factual report of a significant share acquisition following a corporate transaction, with no explicit positive or negative operational or financial news about the issuer.
Positives
- A significant shareholder, Danny Vincent Dass, has acquired a substantial 32.5% stake, indicating a strong investment interest in Black Titan Corp.
- The transaction consolidates ownership following a merger and share exchange, potentially streamlining the corporate structure.
Negatives
- No explicit negatives are detailed in this filing, which primarily reports an acquisition of shares.
Risks
- The filing states Mr. Dass has no current plans or proposals that would result in events such as changes in the issuer's board, management, corporate structure, or business, which mitigates immediate control-related risks.
- No other specific risks related to Black Titan Corp's operations or financial health are discussed in this Schedule 13D filing.
Future Outlook
Mr. Dass acquired the Ordinary Shares for investment purposes and currently has no plans or proposals that would lead to significant changes in Black Titan Corp's corporate structure, business, management, or capitalization.
Management Comments
- I acquired the Ordinary Shares for investment.
- I have no plans or proposals that would result in any of the events or circumstances referred to in clauses (a) through (j) of Item 4.
Industry Context
This filing primarily details a significant individual ownership stake resulting from a corporate merger and share exchange. It does not provide information to analyze broader industry trends or competitive positioning of Black Titan Corp.
Comparison to Industry Standards
- This Schedule 13D filing is a standard disclosure of a significant beneficial ownership stake following a corporate transaction. It does not contain information for a comparative assessment of Black Titan Corp's results against global benchmarks or specific comparable companies/projects.
Management Changes
| Role | Previous Person | New Person | Effective Date | Reason |
|---|---|---|---|---|
| Chief Operating Officer | NA | Danny Vincent Dass (of Studio Maze Sdn. Bhd.) | NA | Mr. Dass's role at Studio Maze Sdn. Bhd. is noted as his occupation; no management changes within Black Titan Corp are reported. |
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| NA | No changes in bylaws, committees, policies, or procedures for Black Titan Corp are disclosed in this filing. | NA | NA |
Legal Proceedings
- Mr. Dass has confirmed that he is not involved in any legal proceedings that would require disclosure under Items 2(d) or 2(e).
Related Party Transactions
- Mr. Dass purchased 275,000 TalenTec shares from Seow Gim Shen in a private transaction on December 23, 2024, which subsequently led to his acquisition of Black Titan Corp shares. This is a private transaction related to the reporting person's acquisition history, not a related party transaction involving Black Titan Corp itself as disclosed in the filing.
Stakeholder Impact
- Shareholders: The acquisition by Mr. Dass means a significant portion of the company's shares are now concentrated with a single individual, potentially influencing future corporate decisions.
- Management: Mr. Dass's statement of no current plans for changes suggests stability, but his large stake could give him significant influence over the company's direction.
Next Steps
- Mr. Dass has stated he has no current plans or proposals for changes to the issuer's business, management, or corporate structure.
Key Dates
| Date | Description |
|---|---|
| 2024-08-19 | Date of the Merger and Contribution and Share Exchange Agreement. |
| 2024-12-23 | Date Mr. Dass purchased 275,000 TalenTec shares from Seow Gim Shen in a private transaction. |
| 2025-07-25 | Date of the Share Exchange Agreement between the Issuer, TalenTec, Mr. Dass, and other TalenTec shareholders. |
| 2025-10-01 | Date of the event requiring the filing of this statement (acquisition of Black Titan Corp Ordinary Shares by Mr. Dass). |
| 2025-10-07 | Date the Schedule 13D was signed by Danny Vincent Dass. |
Keywords
Black Titan Corp, Danny Vincent Dass, Schedule 13D, share acquisition, beneficial ownership, TalenTec Sdn. Bhd., Titan Pharmaceuticals, merger, share exchange, investment
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