-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, HbmUirTaOJ6Fd+Vgc1svoMOKW17tH0laADL2nBvi4QCSREPbF2St+4cfKdfox/ma eBczyL+wGC2LnTHp6bUIBA== 0001144204-10-057984.txt : 20101105 0001144204-10-057984.hdr.sgml : 20101105 20101105165906 ACCESSION NUMBER: 0001144204-10-057984 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20101105 DATE AS OF CHANGE: 20101105 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: KIMBERLIN KEVIN CENTRAL INDEX KEY: 0000904841 FILING VALUES: FORM TYPE: SC 13G SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: INVIVO THERAPEUTICS HOLDINGS CORP. CENTRAL INDEX KEY: 0001292519 STANDARD INDUSTRIAL CLASSIFICATION: WHOLESALE-FURNITURE & HOME FURNISHINGS [5020] IRS NUMBER: 000000000 STATE OF INCORPORATION: NV FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-85686 FILM NUMBER: 101169491 BUSINESS ADDRESS: STREET 1: ONE BROADWAY STREET 2: 14TH FLOOR CITY: CAMBRIDGE STATE: MA ZIP: 02142 BUSINESS PHONE: (617) 475-1520 MAIL ADDRESS: STREET 1: ONE BROADWAY STREET 2: 14TH FLOOR CITY: CAMBRIDGE STATE: MA ZIP: 02142 FORMER COMPANY: FORMER CONFORMED NAME: Design Source, Inc. DATE OF NAME CHANGE: 20040602 SC 13G 1 v201245_sc13g.htm Unassociated Document


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549


SCHEDULE 13G


Under the Securities Exchange Act of 1934
(Amendment No.  )*

INVIVO THERAPEUTICS HOLDINGS CORP.
(Name of Issuer)

Common Stock
(Title of Class of Securities)

46186M 100
(CUSIP Number)

October 26, 2010
(Date of Event which Requires Filing of this Statement)



Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
o Rule 13d-1(b)
x Rule 13d-1(c)
o Rule 13d-1(d)
 
*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 13G
(Amendment No.  )
CUSIP NO. 46186M 100
1
NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
 
Kevin B. Kimberlin
2
CHECK THE APPROPRIATE BOX IF MEMBER OF A GROUP
 
(a)
(b)  X*
 
3
SEC USE ONLY
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
USA
 
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
5
SOLE VOTING POWER
 
0
6
SHARED VOTING POWER
 
6,192,959
7
SOLE DISPOSITIVE POWER
 
0
 
8
SHARED DISPOSITIVE POWER
 
6,192,959
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
6,192,959**
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES 
 
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
11.6%***
12
TYPE OF REPORTING PERSON
 
IN
* The reporting person expressly disclaims (i) the existence of any group and (ii) beneficial ownership with respect to any shares other than the shares owned of record by such reporting person and as set forth below.
** This amount consists of: (i) 1,947,321 shares of the Company’s common stock, $.00001 par value per share (the “Common Stock”) held by Optical Partners, LLC and (ii) warrants to purchase 4,245,638 shares of Common Stock held by Spencer Trask Ventures, Inc.  Mr. Kimberlin has voting and investment control of the securities held by Optical Partners, LLC and Spencer Trask Ventures, Inc.  Mr. Kimberlin disclaims beneficial ownership of these securities except as relates to this pecuniary interest in such securities.
*** Based on 49,161,268 shares of the Company’s Common Stock outstanding as of November 1, 2010, as reported by the Company.
 
 
 SCHEDULE 13G
(Amendment No.  )

Item 1(a).
Name of Issuer:

InVivo Therapeutics Holdings Corp.

Item 1(b).
Address of Issuer’s Principal Executive Offices:

One Broadway, 14th Floor, Cambridge, MA 02142

Item 2(a) and (b).
Name of Person Filing and Address of Principal Business or Office or, if none, Residence:

Kevin B. Kimberlin
c/o Spencer Trask Ventures, Inc.
535 Madison Avenue, 12th Floor
New York, NY 10022

Item 2(c).
Citizenship:

United States

Item 2(d).
Title of Class of Securities:

Common Stock

Item 2(e).
CUSIP Number:

46186M 100

Item 3.
If this statement is filed pursuant to Rules 13d-1(b), or 13d-2(b) or (c), check whether the person filing is a:
 
(a)
o
Broker or Dealer registered under Section 15 of the Act.
(b)
o
Bank as defined in Section 3(a)(6) of the Act.
(c)
o
Insurance Company as defined in Section 3(a)(19) of the Act.
(d)
o
Investment company registered under Section 8 of the Investment Company Act of 1940.
(e)
o
An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E);
(f)
o
An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F);
(g)
o
A parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G);
(h)
o
A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)
o
A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act of 1940
(j)
o
Group, in accordance with Rule 13d-1(b)(1)(ii)(J).

 
Item 4.
Ownership:

(a)  
Amount beneficially owned:

6,192,959

(b)  
Percent of class:

11.6%

(c)  
Number of shares as to which the person has:

(i)  
Sole power to vote or to direct the vote:

6,192,959

(ii)  
Shared power to vote or to direct the vote:

-0-

(iii)  
Sole power to dispose or to direct the disposition of:

6,192,959

(iv)  
Shared power to dispose or to direct the disposition of:

-0-

Item 5.
Ownership of Five Percent or Less of a Class:

Not Applicable.

Item 6.
Ownership of More Than Five Percent on Behalf of Another Person:

Not Applicable

Item 7.
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person:

Not Applicable

Item 8.
Identification and Classification of Members of the Group:

Not Applicable

Item 9.
Notice of Dissolution of Group:

Not Applicable
 

Item 10.
Certification:

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.




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 5, 2010


/S/ KEVIN KIMBERLIN                                                                
Kevin Kimberlin
 
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