OneMeta investor reports 28.9% beneficial stake

OneMeta Inc. investor Paul Jarman and Jarman Family Holdings LLC report beneficial ownership of 15,500,000 shares of common stock, representing 28.9% of the company.

Rhea-AI Filing Summary

OneMeta Inc. investor Paul Jarman and Jarman Family Holdings LLC report beneficial ownership of 15,500,000 shares of common stock, representing 28.9% of the company. This stake comes entirely from a convertible note and warrant investment, not from open-market share purchases.

Under an October 31, 2025 Note and Warrant Purchase Agreement, Jarman Family Holdings received a $1,000,0000 convertible note bearing 14% interest, convertible at $0.08 per share and maturing on October 31, 2028, plus a warrant for 3,000,000 shares at an exercise price of $0.001, expiring October 31, 2030. The 15,500,000 shares reflect 12,500,000 shares issuable upon conversion of the note and 3,000,000 issuable upon warrant exercise, calculated against 38,090,943 shares outstanding as of November 14, 2025.

The filing describes the position as a passive investment, stating no present plans to change management or control. Jarman has been appointed a strategic adviser to OneMeta, providing non-binding advice. Jarman Family Holdings also holds a security interest in certain issuer assets and customary demand and piggyback registration rights tied to this financing.

Insights

Equity ownership and governance analyst

Large 28.9% economic stake via convert and warrant, but framed as passive with advisory role.

The disclosure shows Paul Jarman and Jarman Family Holdings LLC holding beneficial rights to 15,500,000 OneMeta shares through a $1,000,0000 convertible note and a warrant for 3,000,000 shares. At a $0.08 conversion price and $0.001 warrant exercise price, this represents a significant potential equity position.

The filing emphasizes investment and passive-intent language, stating no plans to change management or control, while noting Jarman’s role as a strategic adviser. That combination gives him influence through both a large economic stake and access to senior leadership, although the advice is described as non-binding.

Beneficial ownership is calculated at 28.9% based on 38,090,943 shares outstanding as of November 14, 2025. Future company filings discussing note conversion, warrant exercises, or changes in this percentage will clarify how much of this derivative exposure becomes actual common stock ownership over time.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What ownership stake in OneMeta Inc. (ONEI) does Paul Jarman report?

Paul Jarman and Jarman Family Holdings LLC report beneficial ownership of 15,500,000 shares of OneMeta common stock, representing 28.9% of the company. This percentage is based on 38,090,943 shares outstanding as of November 14, 2025.

How did Jarman Family Holdings LLC obtain its OneMeta (ONEI) position?

Jarman Family Holdings LLC obtained its OneMeta position through a $1,000,0000 convertible note and a warrant for 3,000,000 shares. The note converts at $0.08 per share, and the warrant has a $0.001 exercise price, creating 15,500,000 shares of beneficial ownership.

Is Paul Jarman’s OneMeta (ONEI) stake a passive investment or activist position?

The filing states that Paul Jarman acquired the securities for investment and passive investment purposes, with no present intent to change management or control. He acts as a strategic adviser, providing non-binding advice rather than seeking to implement control changes.

What are the key terms of the OneMeta (ONEI) convertible note held by Jarman Family Holdings?

The convertible note has a principal amount of $1,000,0000, a 14% interest rate, and a $0.08 conversion price. It matures on October 31, 2028. Shares reported include those from principal conversion, with additional shares possible from accrued interest.

What are the details of the OneMeta (ONEI) warrant owned by Jarman Family Holdings?

The warrant allows Jarman Family Holdings to purchase up to 3,000,000 shares of OneMeta common stock at an exercise price of $0.001 per share. It is exercisable at any time and expires on October 31, 2030, contributing to the reported beneficial stake.

Does Jarman Family Holdings have any security or registration rights with OneMeta (ONEI)?

Yes. In connection with the financing, Jarman Family Holdings received a security interest in certain OneMeta assets and registration rights. The registration rights agreement provides customary “demand” and “piggyback” rights, as described in a OneMeta Form 8-K filed November 7, 2025.

AI-generated analysis. How Rhea-AI works. Not financial advice.

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google

Add on Google Not now

Accepted by SEC EDGAR 02/12/2026 - 03:14 PM Learn about SEC filing dates

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

OneMeta Inc.

(Name of Issuer)

Common Stock, par value $0.001 per share

(Title of Class of Securities)

94770p105

(CUSIP Number)

Paul Jarman
1087 South Carterville Road,
Orem, UT, 84097
(801) 891-5211

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

11/3/2025

(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

SCHEDULE 13D

CUSIP No. 94770p105

1

Name of reporting person

JARMAN PAUL

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

PF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 15,500,000.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 15,500,000.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

15,500,000.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

28.9 %

14

Type of Reporting Person (See Instructions)

IN

SCHEDULE 13D

CUSIP No. 94770p105

1

Name of reporting person

Jarman Family Holdings LLC

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

WC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 15,500,000.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 15,500,000.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

15,500,000.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

28.9 %

14

Type of Reporting Person (See Instructions)

IN

SCHEDULE 13D

Item 1.	Security and Issuer
(a)	Title of Class of Securities: Common Stock, par value $0.001 per share
(b)	Name of Issuer: OneMeta Inc.
(c)	Address of Issuer's Principal Executive Offices: 1 HAMPSHIRE COURT, NEWPORT BEACH,, CALIFORNIA , 92660.
Item 2.	Identity and Background
(a)	This Schedule 13D is filed jointly by the following persons (the "Reporting Persons"): Paul Jarman ("Mr. Jarman") and Jarman Family Holdings LLC ("JFH"). Mr. Jarman, with his wife, owns 100% of JFH and is the sole managing member.
(b)	The business address of the Reporting Persons is 1087 South Carterville Road Orem Utah 84097
(c)	Mr. Jarman's principal occupation is an investor. He is former Chief Executive Officer of Nice CXOne with principal executive offices at 75 W Towne Ridge Pkwy, Sandy, UT 84070. The Issuer recently announced that Mr. Jarman has become a strategic advisor to the Issuer.
(d)	During the last five years, the Reporting Persons have not been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors).
(e)	During the last five years, the Reporting Persons have not been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding has been or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.
(f)	Mr. Jarman is a citizen of the United States. JFH is a Nevada limited liability company.
Item 3.	Source and Amount of Funds or Other Consideration
	The funds used by JFH to purchase the Note and the Warrant came from working capital.
Item 4.	Purpose of Transaction
	Mr. Jarman acquired the securities reported herein through JFH for investment purposes as part of his personal investment strategy, for passive investment purposes and without the intent to effect any change in management or control of the Issuer. Mr. Jarman has been appointed by the Issuer as a strategic adviser pursuant to which arrangement he may from time to time provide advice to senior management or the board of the Issuer but will not seek to effect or implement any change in management or control beyond providing non-binding advice. Except as described in this Item 4 or would occur upon completion of any of the transactions discussed herein, as of the date of this statement the Reporting Person has no present plan or proposal that relates to or would result in any of the matters set forth in subsections (a) through (j) of Item 4 of Schedule 13D.
Item 5.	Interest in Securities of the Issuer
(a)	Pursuant to a Note and Warrant Purchase Agreement dated as of October 31, 2025 (the "NWPA"), the Issuer issued JFH a $1,000,0000 convertible note (the "Note") which is convertible at the election of the holder at a conversion price of $0.08 and bears interest at the rate of 14%. The Note matures on October 31, 2028. The number of shares reported includes the principal amount divided by the conversion price, and the ultimate conversion amount will include additional shares representing accrued interest. Pursuant to the NWPA, JFH also acquired a warrant to purchase up to 3,000,000 shares of Common Stock, with an exercise price of $0.001 per share (the "Warrant"). The Warrant may be exercised at any time and expires on October 31, 2030. Mr. Jarman, with his wife, owns 100% of JFH and is the sole managing member. The Reporting Persons beneficially own 15,500,000 Shares, comprised of (i) 3,000,000 shares of Common Stock issuable upon exercise of the Warrant and (ii) 12,500,000 shares issuable upon conversion of the Note. The percentage ownership set forth on Row 13 of the cover pages hereto is calculated based on 38,090,943 shares of Common Stock outstanding as of November 14, 2025, as disclosed in the Issuer's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission for the period ended September 30, 2025.
(b)	Pursuant to a Note and Warrant Purchase Agreement dated as of October 31, 2025 (the "NWPA"), the Issuer issued JFH a $1,000,0000 convertible note (the "Note") which is convertible at the election of the holder at a conversion price of $0.08 and bears interest at the rate of 14%. The Note matures on October 31, 2028. The number of shares reported includes the principal amount divided by the conversion price, and the ultimate conversion amount will include additional shares representing accrued interest. Pursuant to the NWPA, JFH also acquired a warrant to purchase up to 3,000,000 shares of Common Stock, with an exercise price of $0.001 per share (the "Warrant"). The Warrant may be exercised at any time and expires on October 31, 2030. Mr. Jarman, with his wife, owns 100% of JFH and is the sole managing member. The Reporting Persons beneficially own 15,500,000 Shares, comprised of (i) 3,000,000 shares of Common Stock issuable upon exercise of the Warrant and (ii) 12,500,000 shares issuable upon conversion of the Note. The percentage ownership set forth on Row 13 of the cover pages hereto is calculated based on 38,090,943 shares of Common Stock outstanding as of November 14, 2025, as disclosed in the Issuer's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission for the period ended September 30, 2025.
(c)	There were no transactions in the Shares that were effected during the past 60 days.
(d)	To the knowledge of the Reporting Persons, no other person has the right to receive or the power to direct the receipt of dividends from, or proceeds from the sale of, the Shares that are the subject of this Schedule 13D.
(e)	Not applicable.
Item 6.	Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer
	In connection with the NWPA described herein and the related Note and Warrant, the Registrant and JFH entered into a security agreement and a patent agreement whereby JFH received a security interest in certain assets of the Issuer, and entered into a registration rights agreement which provides for customary "demand" and "piggyback" registration rights for JFH, all as further described in the Issuer's Current Report on Form 8-K filed November 7, 2025.
Item 7.	Material to be Filed as Exhibits.
	Joint Filing Agreement between the Reporting Persons (set forth on the signature page to this Statement and incorporated herein by reference).

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

JARMAN PAUL

Signature:	/s/ Paul Jarman
Name/Title:	Paul Jarman
Date:	02/11/2026

Jarman Family Holdings LLC

Signature:	/s/ Paul Jarman
Name/Title:	Paul Jarman, Manager of JARMAN FAMILY HOLDINGS LLC
Date:	02/11/2026