UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. ___ )*

Volcon, Inc.

(Name of Issuer)

Common Stock, par value $0.00001 per share

(Title of Class of Securities)

92864V103

(CUSIP Number)

(Name, Address and Telephone Number of Person

Authorized to Receive Notices and Communications)

October 8, 2021

(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 Rule 13d-1(e), Rule 13d-1(f) or Rule 13d-1(g), check the following box [_].

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 13d-7 for other parties to whom copies are to be sent.

____________________________________________

*The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

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).

(Continued on following pages)

⁺Reflects ownership as of the date this filing was filed with the Securities and Exchange Commission.

^‡Includes 4,750,000 shares of common stock underlying a warrant to purchase common stock held by Pink Possum, LLC.

*Based on 11,337,892 shares of common stock, $0.00001 par value per share, of Volcon, Inc. outstanding as of October 8, 2021, as reported on the Issuer’s prospectus filed with the Securities and Exchange Commission in connection with its initial public offering that closed on October 8, 2021.

⁺Reflects ownership as of the date this filing was filed with the Securities and Exchange Commission.

^‡Consists of 4,750,000 shares of common stock underlying a warrant to purchase common stock held by Pink Possum, LLC.

*Based on 11,337,892 shares of common stock, $0.00001 par value per share, of Volcon, Inc. outstanding as of October 8, 2021, as reported on the Issuer’s prospectus filed with the Securities and Exchange Commission in connection with its initial public offering that closed on October 8, 2021.

Item 1.          Security and Issuer.

This Schedule 13D relates to the common stock, par value $0.00001 per share (the “Common Stock”), of Volcon, Inc., a Delaware corporation (“Issuer”), whose principal executive offices are located at 2590 Oakmont Drive, Suite 520, Round Rock, TX 78665. Information given in response to each item shall be deemed incorporated by reference in all other items as applicable.

Item 2.          Identity and Background.

Item 3.          Source and Amount of Funds or Other Consideration.

On August 28, 2020, the Issuer entered into consulting agreements (each a “Consulting Agreement”) with each of Pink Possum and Highbridge Consultants, LLC, a Wyoming limited liability company (“Highbridge”), an entity controlled by Adrian James (“Mr. James”), pursuant to which Messrs. Okonsky and James provide Issuer with various services. Mr. James is a co-founder and a director of Issuer. In consideration for entering into the Consulting Agreements, the Issuer issued to the two entities ten-year warrants to purchase Common Stock of Issuer at an exercise price of $0.004 per share. The number of shares of Common Stock issuable pursuant to the warrants was based on the number of shares of Issuer’s Common Stock outstanding at the time of exercise and provided that Pink Possum and Highbridge would receive 18.75% and 25%, respectively, of Issuer’s Common Stock outstanding at the time of exercise on a fully diluted basis. On March 26, 2021, Pink Possum and Highbridge entered into amendments to the Consulting Agreements (each a “Consulting Agreement Amendment”) agreeing to exchange the original warrants for new ten-year warrants to purchase 4,750,000 and 6,250,000 shares, respectively, of Common Stock of Issuer at an exercise price of $0.98 (the “Warrants”).

On October 8, 2021, the Issuer closed its initial public offering (the “IPO”) of 3,025,000 shares of the Issuer’s Common Stock. Prior to the IPO, in the aggregate, Mr. Okonsky beneficially owned 5,048,750 shares of Common Stock, including shares underlying a warrant to purchase 4,750,000 shares of Common Stock at an exercise price of $0.98 per share held by Pink Possum.

On October 18, 2021, Mr. Okonsky purchased an additional 10,200 shares of Issuer’s Common Stock in multiple trades with a weighted average purchase price of $9.2 per share, for total purchase price of approximately $93,840.

On October 19, 2021, Mr. Okonsky purchased an additional 21,081 shares of the Issuer’s Common Stock in multiple trades with a weighted average purchase price of $9.24 per share, for total purchase price of approximately $194,7888.44. Following this transaction, Mr. Okonsky directly and indirectly beneficially owned 5,080,031 shares of the Issuer’s Common Stock and Pink Possum had direct beneficial ownership of 4,750,000 shares of the Issuer’s Common Stock underlying a warrant. All transactions executed by Mr. Okonsky following the IPO were made with personal funds.

Item 4.          Purpose of Transaction.

The Reporting Persons acquired the securities reported herein for investment in the ordinary course of business because of their belief that the Issuer represents an attractive investment based on the Issuer’s business prospects and strategy. The Reporting Persons reserve the right to acquire, or cause to be acquired, additional securities of the Issuer, to dispose of, or cause to be disposed of, such securities at any time or to formulate other purposes, plans or proposals regarding the Issuer or any of its securities, to the extent deemed advisable in light of general investment and trading policies of the Reporting Persons, market conditions or other factors.

Except as set forth in this Schedule 13D, the Reporting Persons do not have any plan or proposal that would relate to, or result in, any of the following matters:

Each of the Reporting Persons reserves the right to propose or participate in future transactions which may result in one or more of the above listed actions, including but not limited to, an extraordinary corporate transaction, such as a merger, reorganization or liquidation, sale of a material amount of assets of the Issuer or its subsidiaries, or other transactions which might have the effect of causing the Common Stock to become eligible for termination of registration under Section 12(g) of the Act. The Reporting Persons also retain the right to change their investment intent at any time, to acquire additional shares of Common Stock or other securities of the Issuer from time to time, or to sell or otherwise dispose of all or part of the Common Stock beneficially owned by them (or any shares of Common Stock into which such securities are converted) in any manner permitted by law. The Reporting Persons may engage from time to time in ordinary course transactions with financial institutions with respect to the securities described herein.

Item 5.          Interest in Securities of Issuer.

Item 6.           Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer.

The Reporting Persons have entered into a Joint Filing Agreement pursuant to which, among other things, the Reporting Persons agreed to the joint filing on behalf of each of them of statements on Schedule 13D with respect to the securities of the Issuer.

Reference is made to the Consulting Agreements and Consulting Agreement Amendments described in Item 3 above and attached hereto as Exhibit 2.

In connection with the IPO, the Mr. Okonsky entered into “lock-up” agreements in favor of the underwriter, pursuant to which the Mr. Okonsky agreed not to offer, issue, sell, contract to sell, encumber, grant any option for the sale of or otherwise dispose of any of the Issuer’s securities, subject to specified limited exceptions, for a period of 90 days after the date of the Issuer’s prospectus filed with the Securities and Exchange Commission in connection with the IPO.

Reference is made to the Warrants described in Item 3 above and attached hereto as Exhibit 4.

Each of the Joint Filing Agreement, Consulting Agreement, Consulting Agreement Amendment, Form of Lock-Up Agreement and Form of Warrant, which are attached hereto as Exhibits 1, 2, 3 and 4, respectively, are incorporated by reference herein.

Item 7.          Materials to be Filed as Exhibits.

*Attached hereto.

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.

Dated:   November 19, 2021

/s/ Christian Okonsky                     

Christian Okonsky

EXHIBIT 1

Joint Filing Agreement

Pursuant to and in accordance with the Securities Exchange Act of 1934, as amended, and the rules and regulations thereunder (the “Exchange Act”) the undersigned hereby agree to the joint filing on behalf of each of them of any filing required by such party under Section 13 of the Exchange Act or any rule or regulation thereunder (including any amendment, restatement, supplement, and/or exhibit thereto) with respect to securities of Volcon, Inc., a Delaware corporation, and further agree to the filing, furnishing, and/or incorporation by reference of this Agreement as an exhibit thereto. Each of the undersigned is responsible for the timely filing of such filings and any amendments thereto, and for the completeness and accuracy of the information concerning such person contained therein; but none of the undersigned is responsible for the completeness or accuracy of the information concerning the other persons making the filing, unless such person knows or has reason to believe that such information is inaccurate. This Agreement shall remain in full force and effect until revoked by any party hereto in a signed writing provided to each other party hereto, and then only with respect to such revoking party. This Agreement may be executed in any number of counterparts all of which taken together shall constitute one and the same instrument. The undersigned, being duly authorized, have executed this Joint Filing Agreement this 19^th day of November, 2021.

/s/ Christian Okonsky                     

Christian Okonsky

PINK POSSUM, LLC

By: /s/ Christian Okonsky                     

Christian Okonsky

Manager