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SEC Company Response from StemGen, Inc. (CIK 0001023198) — Jul 14, 2020

StemGen, Inc. (CIK 0001023198)
Date: July 14, 2020 · CIK: 0001023198 · Accession: 0001161697-20-000314

AI Filing Summary & Sentiment

File numbers found in text: 333-235837

Referenced dates: July 6, 2020

Date
July 9, 2020
Author
Managing Director
Form
CORRESP
Company
StemGen, Inc. (CIK 0001023198)

Letter

Division of Corporation Finance Office of Technology Re: StemGen, Inc. Amendment No. 2 to Registration Statement on Form S-1 Filed June 23, 2020 File No. 333-235837

Dear Mr. Crispino:

This letter is in response to your letter of comment dated July 6, 2020 covering the captioned Amendment No. 2 to Registration Statement filed with the Commission on June 23, 2020. For your convenience, we will restate your comments followed by our responses.

Cover Page

1. We note your response to prior comment 1. You continue to indicate on the cover page and in the Plan of Distribution section that selling stockholders may sell shares of your common stock at varying prices. Please revise your cover page and Plan of Distribution to disclose the fixed price at which shares of your common stock will be sold until your shares are listed on a national securities exchange or quoted on the OTC Bulletin Board, OTCQX or OTCQB. Please also clarify on the cover sheet that the common stock is quoted on the OTC Pink.

The cover page and Plan of Distribution section has been revised in response to your comment.

Yours very truly,

Robert L. Sonfield, Jr.

Managing Director

cc: Simon Dawson (via e-mail)

Show Raw Text
CORRESP
1
filename1.htm

S O N F I E L D & S O N F I E L D

A Professional Corporation

LEON SONFIELD (1865-1934)

GEORGE M. SONFIELD (1899-1967)

ROBERT L. SONFIELD (1893-1972)

FRANKLIN D. ROOSEVELT, JR. (1914-1988)

 ATTORNEYS
                                         AT LAW

2500 WILCREST DRIVE,
3RD FLOOR

HOUSTON, TEXAS
77042-2754

WWW.SONFIELD.COM

TELECOPIER (713) 877-1547

____

TELEPHONE (713)
877-8333

 ROBERT L. SONFIELD, JR.

Managing Director

robert@sonfield.com

Jennifer Abney

Legal Assistant

jennifer@sonfield.com

July 9, 2020

By EDGAR correspondence

Mr. Matthew Crispino

Division of Corporation Finance

Office of Technology

U.S. Securities and Exchange Commission

Washington, D.C. 20549

    Re:
    StemGen, Inc.

Amendment No. 2 to Registration Statement on Form S-1

Filed June 23, 2020

File No. 333-235837

Dear Mr. Crispino:

This letter is in response to your letter of comment dated July
6, 2020 covering the captioned Amendment No. 2 to Registration Statement filed with the Commission on June 23, 2020. For your convenience,
we will restate your comments followed by our responses.

Cover Page

1.
We note your response to prior comment 1. You
continue to indicate on the cover page and in the Plan of Distribution section that selling stockholders may sell shares of
your common stock at varying prices. Please revise your cover page and Plan of Distribution to disclose the fixed price at
which shares of your common stock will be sold until your shares are listed on a national securities exchange or quoted on
the OTC Bulletin Board, OTCQX or OTCQB. Please also clarify on the cover sheet that the common stock is quoted on the OTC
Pink.

The cover page and Plan of Distribution section has been revised
in response to your comment.

Yours very truly,

Robert L. Sonfield, Jr.

Managing Director

cc: Simon Dawson (via e-mail)