SEC Comment Letter 0000000000-24-013537 to SPECTRAL CAPITAL Corp (FCCN)
SPECTRAL CAPITAL Corp
Date: Dec. 9, 2024 · CIK: 0001131903 · Accession: 0000000000-24-013537
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December 9, 2024
Sean Michael Brehm
Chairman
Spectral Capital Corporation
4500 9th Avenue, NE
Seattle, WA 98105
Re:Spectral Capital Corporation
Schedule 13D Filed by Sean Michael Brehm
Filed July 24, 2024
File No. 005-85576
Dear Sean Michael Brehm:
We have conducted a limited review of the above-captioned filing and have the
following comment .
Please respond to this letter by amending the filing or by providing the requested
information. If you do not believe our comment applies to your facts and circumstances or
that an amendment is appropriate , please advise us why in a response letter.
After reviewing any amendment to the filing and any information provided in
response to this comment, we may have additional comments.
Schedule 13D Filed July 24, 2024
General
1.We note that the event reported as requiring the filing of the Schedule 13D was June
7, 2024. Rule 13d-1(a) of Regulation 13D-G requires the filing of a Schedule 13D
within five business days after the date beneficial ownership of more than five percent
of a class of equity securities specified in Rule 13d-1(i)(1) was acquired. Based on the
June 7, 2024 event date, the Schedule 13D submitted on July 24, 2024 was not timely
filed. Please advise us why the Schedule 13D was not filed within the required five
business days after the date of the acquisition.
We remind you that the filing person is responsible for the accuracy and adequacy of
their disclosures, notwithstanding any review, comments, action or absence of action by the
staff.
December 9, 2024
Page 2
Please direct any questions to Brian Soares at 202-551-3690 or Nicholas Panos at
202-551-3266.
Sincerely,
Division of Corporation Finance
Office of Mergers & Acquisitions