1
|
NAME OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Barry Honig
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) ¨
(b) ¨
|
3
|
SEC USE ONLY
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
United States
|
NUMBER OF SHARES
|
5
|
SOLE VOTING POWER
4,515,301 (1)
|
BENEFICIALLY
OWNED BY
|
6
|
SHARED VOTING POWER
1,451,103 (2)
|
EACH
REPORTING
|
7
|
SOLE DISPOSITIVE POWER
4,515,301 (1)
|
PERSON WITH
|
8
|
SHARED DISPOSITIVE POWER
1,451,103 (2)
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
5,966,404 (1)(2)
|
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
4.99% (Based on 118,508,597 shares outstanding as of February 14, 2014.)
|
12
|
TYPE OF REPORTING PERSON*
IN
|
(1)
|
Includes (i) 3,231,691 shares of common stock, (ii) 1,058,610 shares of common stock underlying warrants with an exercise price of $0.40 per share and (iii) 225,000 shares of common stock underlying warrants with an exercise price of $0.50 per share held by Barry Honig and excludes 941,390 shares of common stock underlying warrants with an exercise price of $0.40 per share which contains a blocker provision under which the holder can only exercise the warrant to a point where he and his affiliates would beneficially own a maximum of 4.99% of the Issuer’s outstanding shares.
|
(2)
|
Includes 1,451,103 shares of common stock held by GRQ Consultants, Inc. Roth 401k Plan (“Roth 401k Plan”). Mr. Honig is the trustee of Roth 401k Plan and is deemed to hold voting and dispositive power over shares held by such entity.
|
1
|
NAME OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
GRQ Consultants, Inc. Roth 401k Plan
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) ¨
(b) ¨
|
3
|
SEC USE ONLY
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Florida
|
NUMBER OF SHARES
|
5
|
SOLE VOTING POWER
0
|
BENEFICIALLY
OWNED BY
|
6
|
SHARED VOTING POWER
1,451,103
|
EACH
REPORTING
|
7
|
SOLE DISPOSITIVE POWER
0
|
PERSON WITH
|
8
|
SHARED DISPOSITIVE POWER
1,451,103
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,451,103
|
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
1.22% (Based on 118,508,597 shares outstanding as of February 14, 2014.)
|
12
|
TYPE OF REPORTING PERSON*
CO
|
(1)
|
Includes (i) 3,231,691 shares of common stock, (ii) 1,058,610 shares of common stock underlying warrants with an exercise price of $0.40 per share and (iii) 225,000 shares of common stock underlying warrants with an exercise price of $0.50 per share held by Barry Honig and excludes 941,390 shares of common stock underlying warrants with an exercise price of $0.40 per share which contains a blocker provision under which the holder can only exercise the warrant to a point where he and his affiliates would beneficially own a maximum of 4.99% of the Issuer’s outstanding shares.
|
(2)
|
Includes 1,451,103 shares of common stock held by GRQ Consultants, Inc. Roth 401k Plan (“Roth 401k Plan”). Mr. Honig is the trustee of Roth 401k Plan and is deemed to hold voting and dispositive power over shares held by such entity.
|
Item 5.
|
Ownership of Five Percent or Less of a Class.
|
Item 6.
|
Ownership of More than Five Percent on Behalf of Another Person.
|
Item 7.
|
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported by the Parent Holding Company.
|
Item 8.
|
Identification and Classification of Members of the Group.
|
Item 9.
|
Notice of Dissolution of Group.
|
Item 10.
|
Certifications.
|
Date: February 14, 2014
|
By:
|
/s/ Barry Honig
|
|
Barry Honig
|
|||
GRQ Consultants Inc. Roth 401K Plan
|
|||
Date: February 14, 2014
|
By:
|
/s/ Barry Honig
|
|
Barry Honig
|
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