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
107,315 (1)
|
BENEFICIALLY
OWNED BY
|
6
|
SHARED VOTING POWER
539,370 (2)
|
EACH
REPORTING
|
7
|
SOLE DISPOSITIVE POWER
107,315 (1)
|
PERSON WITH
|
8
|
SHARED DISPOSITIVE POWER
539,370 (2)
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
646,685 (3)
|
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
8.17% (based on 7,638,759 shares of common stock outstanding as of September 19, 2016 assuming closing of public offering commenced September 16, 2016)
|
12
|
TYPE OF REPORTING PERSON*
IN
|
(1)
|
Includes 107,315 shares of common stock issuable upon conversion of 107,315 shares of Series C Convertible Preferred Stock held by Barry Honig.
|
(2)
|
Includes (i) 370,370 shares of common stock held by GRQ Consultants, Inc. Roth 401K FBO Barry Honig (ii) 84,500 shares of common stock issuable upon conversion of 84,500 shares of Series C Convertible Preferred Stock held by GRQ Consultants, Inc. Roth 401K FBO Barry Honig and (iii) 84,500 shares of common stock issuable upon conversion of 84,500 shares of Series C Convertible Preferred Stock held by GRQ Consultants, Inc. Roth 401K FBO Renee Honig. Renee Honig is Mr. Honig’s spouse. Barry Honig is the trustee of GRQ Consultants, Inc. Roth 401K FBO Barry Honig and in such capacity holds voting and dispositive power over the securities held by GRQ Consultants, Inc. Roth 401K FBO Barry Honig.
|
(3)
|
Includes (i) 107,315 shares of common stock underlying 107,315 shares of Series C Convertible Preferred Stock held by Barry Honig (ii) 370,370 shares of common stock held by GRQ Consultants, Inc. Roth 401K FBO Barry Honig (iii) 84,500 shares of common stock issuable upon conversion of 84,500 shares of Series C Convertible Preferred Stock held by GRQ Consultants, Inc. Roth 401K FBO Barry Honig and (iv) 84,500 shares of common stock issuable upon conversion of 84,500 shares of Series C Convertible Preferred Stock held by GRQ Consultants, Inc. Roth 401K FBO Renee Honig. Renee Honig is Mr. Honig’s spouse. Barry Honig is the trustee of GRQ Consultants, Inc. Roth 401K FBO Barry Honig and in such capacity holds voting and dispositive power over the securities held by GRQ Consultants, Inc. Roth 401K FBO Barry Honig.
|
1
|
NAME OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
GRQ Consultants, Inc. Roth 401K FBO 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
Florida
|
NUMBER OF SHARES
|
5
|
SOLE VOTING POWER
0
|
BENEFICIALLY
OWNED BY
|
6
|
SHARED VOTING POWER
454,870 (1)
|
EACH
REPORTING
|
7
|
SOLE DISPOSITIVE POWER
0
|
PERSON WITH
|
8
|
SHARED DISPOSITIVE POWER
454,870 (1)
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
454,870 (1)
|
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
5.89% (based on 7,638,759 shares of common stock outstanding as of September 19, 2016, assuming closing of offering commenced on September 16, 2016)
|
12
|
TYPE OF REPORTING PERSON*
OO
|
(1)
|
Includes (i) 370,370 shares of the Issuer’s common stock held by GRQ Consultants, Inc. Roth 401K FBO Barry Honig and (ii) 84,500 shares of the Issuer’s common stock issuable upon conversion of Series C Convertible Preferred Stock held by GRQ Consultants, Inc. Roth 401K FBO Barry Honig. Barry Honig is the trustee of GRQ Consultants, Inc. Roth 401K FBO Barry Honig and in such capacity holds voting and dispositive power over the securities held by GRQ Consultants, Inc. Roth 401K FBO Barry Honig.
|
(1)
|
Includes (i) 107,315 shares of common stock underlying 107,315 shares of Series C Convertible Preferred Stock held by Barry Honig (ii) 370,370 shares of common stock held by GRQ Consultants, Inc. Roth 401K FBO Barry Honig (iii) 84,500 shares of common stock issuable upon conversion of 84,500 shares of Series C Convertible Preferred Stock held by GRQ Consultants, Inc. Roth 401K FBO Barry Honig and (iv) 84,500 shares of common stock issuable upon conversion of 84,500 shares of Series C Convertible Preferred Stock held by GRQ Consultants, Inc. Roth 401K FBO Renee Honig. Renee Honig is Mr. Honig’s spouse. Barry Honig is the trustee of GRQ Consultants, Inc. Roth 401K FBO Barry Honig and in such capacity holds voting and dispositive power over the securities held by GRQ Consultants, Inc. Roth 401K FBO Barry Honig.
|
(2)
|
Includes 107,315 shares of common stock issuable upon conversion of 107,315 shares of Series C Convertible Preferred Stock held by Barry Honig.
|
(3)
|
Includes (i) 370,370 shares of common stock held by GRQ Consultants, Inc. Roth 401K FBO Barry Honig (ii) 84,500 shares of common stock issuable upon conversion of 84,500 shares of Series C Convertible Preferred Stock held by GRQ Consultants, Inc. Roth 401K FBO Barry Honig and (iii) 84,500 shares of common stock issuable upon conversion of 84,500 shares of Series C Convertible Preferred Stock held by GRQ Consultants, Inc. Roth 401K FBO Renee Honig. Renee Honig is Mr. Honig’s spouse. Barry Honig is the trustee of GRQ Consultants, Inc. Roth 401K FBO Barry Honig and in such capacity holds voting and dispositive power over the securities held by GRQ Consultants, Inc. Roth 401K FBO Barry Honig.
|
September 19, 2016
|
By:
|
/s/ Barry Honig
|
Name: Barry Honig
|
||
September 19, 2016
|
GRQ Consultants, Inc. Roth 401K FBO Barry Honig
|
|
By:
|
/s/ Barry Honig
|
|
Name: Barry Honig
|
||