<SEC-DOCUMENT>0001235126-24-000009.txt : 20240214
<SEC-HEADER>0001235126-24-000009.hdr.sgml : 20240214
<ACCEPTANCE-DATETIME>20240214140912
ACCESSION NUMBER:		0001235126-24-000009
CONFORMED SUBMISSION TYPE:	SC 13D/A
PUBLIC DOCUMENT COUNT:		1
FILED AS OF DATE:		20240214
DATE AS OF CHANGE:		20240214

SUBJECT COMPANY:	

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			CN ENERGY GROUP. INC.
		CENTRAL INDEX KEY:			0001780785
		STANDARD INDUSTRIAL CLASSIFICATION:	INDUSTRIAL ORGANIC CHEMICALS [2860]
		ORGANIZATION NAME:           	08 Industrial Applications and Services
		IRS NUMBER:				000000000
		STATE OF INCORPORATION:			D8
		FISCAL YEAR END:			0930

	FILING VALUES:
		FORM TYPE:		SC 13D/A
		SEC ACT:		1934 Act
		SEC FILE NUMBER:	005-93277
		FILM NUMBER:		24635923

	BUSINESS ADDRESS:	
		STREET 1:		BUILDING 2-B, ROOM 206
		STREET 2:		NO. 268 SHINIU ROAD, LIANDU DISTRICT
		CITY:			LISHUI CITY
		STATE:			F4
		ZIP:			323010
		BUSINESS PHONE:		(86) 571-87555823

	MAIL ADDRESS:	
		STREET 1:		BUILDING 2-B, ROOM 206
		STREET 2:		NO. 268 SHINIU ROAD, LIANDU DISTRICT
		CITY:			LISHUI CITY
		STATE:			F4
		ZIP:			323010

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	CN ENERGY GROUP, INC.
		DATE OF NAME CHANGE:	20190625

FILED BY:		

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			Boos Wayne W
		CENTRAL INDEX KEY:			0001987877
		ORGANIZATION NAME:           	

	FILING VALUES:
		FORM TYPE:		SC 13D/A

	MAIL ADDRESS:	
		STREET 1:		5260 N PALM AVENUE
		STREET 2:		SUITE 120
		CITY:			FRESNO
		STATE:			CA
		ZIP:			93704
</SEC-HEADER>
<DOCUMENT>
<TYPE>SC 13D/A
<SEQUENCE>1
<FILENAME>13dacneg.txt
<DESCRIPTION>SCHEDULE 13D-A
<TEXT>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549


SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 1)*

CN Energy Group, Inc.

(Name of Issuer)

Class A Ordinary Shares, no par value per share

(Title of Class of Securities)


G218K105
(CUSIP Number)

Robert B. Goldberg, Esq.
5555 Glenridge Connector, Suite 675
Atlanta, Georgia 30342
(404)233-2800
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)

December 31, 2023
(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 Sections 240.13d-1(e), 240.13d-1(f)
or 240.13d-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).

SCHEDULE 13D

CUSIP NO. G218K105
Cover Page

1

NAMES OF REPORTING PERSONS

Wayne W. Boos

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

U.S.A.

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING PERSON
WITH:

7

SOLE VOTING POWER

2,340,000

8

SHARED VOTING POWER

9

SOLE DISPOSITIVE POWER

2,340,000


10

SHARED DISPOSITIVE POWER

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

2,340,000

12

CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES (See Instructions)
[   ]

13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

4.14409%1

14

TYPE OF REPORTING PERSON (See Instructions)

IN


SCHEDULE 13D

This Amendment No. 1 relates to the Schedule 13D filed with the
Securities and Exchange Commission on August 1, 2023, relating
to the Class A Ordinary Shares, no par value per share
(the Class A Ordinary Shares), of CN Energy Group, Inc.,
a British Virgin Islands corporation (the Company).
The principal executive offices of the Company are located at
Building 2-B, Room 206, No. 268 Shiniu Road, Liandu District,
Lishui City, Zhejiang Province, PRC.

Item 5 of the Schedule is hereby amended and supplemented as
follows:

Item 5.	Interest in Securities of the Issuer.

(a) As of December 31, 2023, Wayne W. Boos beneficially owns
a total of 2,340,000 shares of the Companys Class A Ordinary
Shares which represent approximately 4.14409% of the outstanding
Class A Ordinary Shares, based on 56,465,870 Class A Ordinary Shares
outstanding as of March 31, 2023, as indicated by the Company.
The percentage of Mr. Boos ownership of Class A Ordinary Shares
in the Company has varied since the filing of this Schedule 13D as
Mr. Boos has (i) purchased additional shares of the Companys
Class A Ordinary Shares and (ii) sold shares of the Companys
Class A Ordinary Shares.2

(b) Nature of Ownership.  Wayne W. Boos has the sole power to
vote and direct the disposition of all of the 2,340,000 shares
reported as beneficially owned by him.

(c) Recent Transactions.  In the 60 days prior to December 31, 2023,
Wayne W. Boos (i) sold 246,304 shares of the Companys Class A
Ordinary Shares for an average price per share of $0.07270 and
(ii) acquired 276,304 shares of the Companys Class A Ordinary Shares
for an average price per share of $0.0931 through his broker,
Merrill Lynch.

(d) No other person has the right to receive or the power to direct the
receipt of the dividends from, or proceeds from the sale of, such
securities.

(e) Wayne W. Boos ceased to be the beneficial owner of more than
five percent of the Companys Class A Ordinary Shares on or about
March 31, 2023, as the Company issued additional shares of the
Companys Class A Ordinary Shares.

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.


Date: February 14, 2024
/s/ Wayne W. Boos
Wayne W. Boos

1 Based on the 56,465,870 shares of Class A Ordinary Shares
outstanding as of March 31, 2023.

2 Note that all holdings referenced in this Addendum are prior to the
Companys 1-30 reverse stock split on January 19, 2024.


</TEXT>
</DOCUMENT>
</SEC-DOCUMENT>
