Correspondence 0001493152-24-027001 from Datacentrex, Inc. (DTCX)
Datacentrex, Inc.
Date: July 11, 2024 · CIK: 0001853825 · Accession: 0001493152-24-027001
AI Filing Summary & Sentiment
File numbers found in text: 333-279828
Referenced dates: July 2, 2024
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CORRESP
1
filename1.htm
July
11, 2024
Mr.
Uwem Bassey
Division
of Corporation Finance
Office
of Technology
Securities
and Exchange Commission
100
F Street, NE, Washington, D.C. 20549
Re:
THUMZUP MEDIA CORPORATION
Registration
Statement on Form S-1
Filed
June 20, 2024
File
No. 333-279828
Dear
Mr. Bassey:
This
letter is being furnished in response to the comment(s) of the staff (the “Staff”) of the Division of Corporation Finance
of the Securities and Exchange Commission (the “Commission”) that were contained in the Staff’s letter dated July 2,
2024 (the “Comment Letter”), to Thumzup Media Corporation (the “Company”) with respect to the Registration Statement
on Form S-1 filed with the Securities and Exchange Commission on June 20, 2024 (the “S-1”).
This
letter provides the Company’s response(s) to the Staff’s comment(s) contained in the Comment Letter. The text of the Staff’s
comment(s) is set forth below, followed by the response(s) of the Company. The Company is also submitting a revised offering statement
(the “Revised Offering Statement”) along with this response letter.
Amendment
No. 1 to Form S-1
General
1.
In response to prior comment 1, we note that you added Isaac Dietrich as a named executive officer. Please revise to include Isaac Dietrich
as well as all director nominees in the beneficial ownership table. See Item 403 of Regulation S-K. Also, ensure that you include all
related party disclosure regarding Isaac Dietrich. See Item 404 of Regulation S-K.
Response:
In response to this comment, the Company advises the Staff that it has included Isaac Dietrich as well as all director nominees in
the beneficial ownership table on page 46 of the S-1, per the Staff’s request. Additionally, we have added all related party disclosure
regarding Isaac Dietrich on page 49 of the S-1.
If
you need any additional information or have any follow up questions, please feel free to contact Jesse L. Blue, Esq. of Sichenzia Ross
Ference Carmel LLP at (212) 930-9700.
Sincerely,
By:
/s/
Robert Steele
Name:
Robert
Steele
Title:
Chief
Executive Officer
1185
AVENUE OF THE AMERICAS | 31ST FLOOR | NEW YORK, NY | 10036 T (212)
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