SCHEDULE 13G
Under the Securities Exchange Act of 1934
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(Amendment No.
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ZAGG INCORPORATED
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(Name of Issuer)
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Common Stock, $0.001 par value per share
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(Title of Class of Securities)
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98884U108
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(CUSIP Number)
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March 23, 2011
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(Date of Event Which Requires Filing of this Statement)
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1 |
NAMES OF REPORTING PERSONS:
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY):
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Durham Capital, L.L.C.
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2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS): |
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(a) o
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(b) x - Joint Filing
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3 | SEC USE ONLY: | ||||
4 | CITIZENSHIP OR PLACE OF ORGANIZATION: | ||||
Utah
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5 | SOLE VOTING POWER: | ||||
NUMBER OF
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None
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SHARES
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6 | SHARED VOTING POWER: | |||
BENEFICIALLY
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OWNED BY
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1,250,000 (see Item 4)
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EACH
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7 | SOLE DISPOSITIVE POWER: | |||
REPORTING
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PERSON
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None
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WITH:
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8 | SHARED DISPOSITIVE POWER: | |||
1,250,000 (see Item 4)
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9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON: | ||||
1,250,000 (see Item 4)
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10 | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS): | ||||
o
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11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9): | ||||
5.2%*
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12 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS): | ||||
OO
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1 |
NAMES OF REPORTING PERSONS:
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY):
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Richard P. Durham
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2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS): |
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(a) o
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(b) x - Joint Filing
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3 | SEC USE ONLY: | ||||
4 | CITIZENSHIP OR PLACE OF ORGANIZATION: | ||||
United States of America
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5 | SOLE VOTING POWER: | ||||
NUMBER OF
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1,450,000 (see Item 4)
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SHARES
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6 | SHARED VOTING POWER: | |||
BENEFICIALLY
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OWNED BY
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None
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EACH
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7 | SOLE DISPOSITIVE POWER: | |||
REPORTING
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PERSON
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1,450,000 (see Item 4)
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WITH:
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8 | SHARED DISPOSITIVE POWER: | |||
None
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9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON: | ||||
1,450,000 (see Item 4)
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10 | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS): | ||||
o
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11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9): | ||||
6.0%*
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12 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS): | ||||
IN
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Item 1(a).
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Name of Issuer: Zagg Incorporated (the “Issuer”).
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Item 1(b).
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Address of Issuer’s Principal Executive Offices:
3855 S. 500 W., Suite J, Salt Lake City, UT 84115
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Item 2(a).
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Name of Person Filing: This statement is being jointly filed by (i) Durham Capital, L.L.C. (“Durham Capital”) and (ii) Richard P. Durham, an individual (“Mr. Durham”). Durham Capital and Mr. Durham have entered into a Joint Filing Agreement, a copy of which is filed with this Schedule 13G as Exhibit A, pursuant to which they have agreed to file this Schedule 13G jointly in accordance with the provisions of Rule 13d-1(k) of the Securities Exchange Act of 1934, as amended.
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Item 2(b).
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Address of Principal Business Office or, if none, Residence: The address of the principal business office of Durham Capital and Mr. Durham is 6510 South Millrock Dr., Suite 425, Salt Lake City, Utah 84121.
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Item 2(c).
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Citizenship: Durham Capital is a Utah limited liability company. Mr. Durham is a citizen of the United States of America.
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Item 2(d).
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Title of Class of Securities: Common Stock, $0.001 par value per share (“Common Stock”).
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Item 2(e).
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CUSIP Number: 98884U108.
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Item 3.
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If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
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Not applicable.
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Item 4.
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Ownership.
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(a)
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Amount beneficially owned: Durham Capital, L.L.C. is the record owner of 1,250,000 shares of Common Stock as of April 4, 2011 (the “Durham Capital Shares”). As the manager of Durham Capital, Mr. Durham has sole voting and investment power over the Durham Capital Shares.
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(b)
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Percent of class: See Line 11 of cover sheets. The percentages set forth on the cover sheets for each of Durham Capital and Mr. Durham are calculated based on 24,213,205 shares of common stock outstanding as of March 23, 2011.
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Item 5.
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Ownership of Five Percent or Less of a Class.
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Item 6.
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Ownership of More than Five Percent on Behalf of Another Person.
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Item 7.
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Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company.
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Item 8.
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Identification and Classification of Members of the Group.
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Item 9.
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Notice of Dissolution of Group.
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Item 10.
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Certification.
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