SC 13G/A 1 hsdt-sc13ga.htm SC 13G/A hsdt-sc13ga.htm

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

SCHEDULE 13G

Under the Securities Exchange Act of 1934

(Amendment No. 1)*

 

HELIUS MEDICAL TECHNOLOGIES, INC.

(Name of Issuer)

Class A Common Stock, no par value

(Title of Class of Securities)

42328V504

(CUSIP Number)

December 31, 2017

(Date of Event Which Requires Filing of this Statement)

 

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

Rule 13d-1(b)

Rule 13d-1(c)

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 the disclosures provided in a prior cover page.

The information required in 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

 

CUSIP No.

 

Page 2 of 6

 

 

(1)

Names of reporting persons

Jonathan Sackier

(2)

Check the appropriate box if a member of a group (see instructions)

 

(a)          (b)  

(3)

SEC use only

 

 

(4)

Citizenship or place of organization

United States

 

Number of

(5)

Sole voting power

801,401 (see Item 4(a))

 

shares

beneficially

owned by

(6)

Shared voting power

0

 

each

reporting

person

(7)

Sole dispositive power

801,401 (see Item 4(a))

 

with:

(8)

Shared dispositive power

0

 

(9)

Aggregate amount beneficially owned by each reporting person

801,401 (see Item 4(a))

 

(10)

Check if the aggregate amount in Row (9) excludes certain shares (see instructions)

 

(11)

Percent of class represented by amount in Row (9)

3.9% (see Item 4(b))

 

(12)

Type of reporting person (see instructions)

IN

 

 

 


 


SCHEDULE 13G

 

CUSIP No.

 

Page 3 of 6

 

Item 1

 

(a)

Name of Issuer:

 

Helius Medical Technologies, Inc.

 

 

(b)

Address of Issuer’s Principal Executive Offices:
642 Newtown Yardley Road, Suite 100
Newtown, Pennsylvania, 18940

 

Item 2. 

(a)

Name of Person Filing:
Jonathan Sackier

 

 

(b)

Address of Principal Business Office or, if none, Residence:
c/o Helius Medical Technologies, Inc.

642 Newtown Yardley Road, Suite 100
Newtown, Pennsylvania, 18940

 

 

(c)

Citizenship:
United States

 

 

(d)

Title of Class of Securities:

 

Class A Common Stock, no par value

 

 

(e)

CUSIP Number:
42328V504

 

 

 

Item 3. 

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: 

(a)

[ ]

Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).

(b)

[ ]

Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).

(c)

[ ]

Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).

(d)

[ ]

Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8).

(e)

[ ]

An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);

(f)

[ ]

An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);

(g)

[ ]

A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G);

(h)

[ ]

A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);

(i)

[ ]

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 (15 U.S.C. 80a-3);

(j)

[ ]

A non-U.S. institution in accordance with §240.13d-1(b)(ii)(J);

(k)

[ ]

Group, in accordance with §240.13d-1(b)(1)(ii)(K).

 


 


SCHEDULE 13G

 

CUSIP No.

 

Page 4 of 6

 

If filing as a non-U.S. institution in accordance with §240.13d -1(b)(1)(ii)(J), please specify the type of xxxx institution:

 

Item 4. 

Ownership 

 

Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.

(a)

Amount beneficially owned:

 

 

 

 

As of December 31, 2017 Jonathan Sackier (the “Reporting Person”) held 801,401 shares of Class A Common Stock (“Common Stock”) of Helius Medical Technologies, Inc. (the “Issuer”) consisting of (i) 641,401 shares of Common Stock held by JMS Enterprises, LLC (the “LLC”). The Reporting Person is the sole member of the LLC; and (ii)  options to purchase an aggregate of 160,000 shares of Common Stock exercisable within 60 days of December 31, 2017 directly held by the Reporting Person.

All share numbers in this Form 13G give retroactive effect to the Issuer’s 5-for-1 reverse stock split effected January 22, 2018 (the “Stock Split”)

 

 

 

 

 

 

 

 

 

(b)

Percent of class:

 

The information contained on the cover pages to this Schedule 13G is incorporated herein by reference. The percentage amount is calculated based on (i) 20,178,225 shares of Common Stock outstanding as of January 22, 2018 as reported in the Issuer’s Form 8-K giving effect to the Stock Split, as filed with the Securities and Exchange Commission on January 23, 2018; and (ii) an aggregate of 160,000 shares of Common Stock exercisable within 60 days of December 31, 2017, after giving effect to the Stock Split.

 

 

 

 

 

 

(c)

Number of shares as to which the person has:

 

 

 

 

 

 

 

(i)

Sole power to vote or to direct the vote

 

 

 

 

 

The information contained on the cover page to this Schedule 13G is incorporated herein by reference.

 

 

 

 

 

 

 

(ii)

Shared power to vote or to direct the vote

 

 

 

 

 

The information contained on the cover page to this Schedule 13G is incorporated herein by reference.

 

 

 

 

 

 

 

(iii)

Sole power to dispose or to direct the disposition of

 

 

 

 

 

The information contained on the cover page to this Schedule 13G is incorporated herein by reference.

 

 

 

 

 

 

 

(iv)

Shared power to dispose or to direct the disposition of

 

 

 

 

 

The information contained on the cover page to this Schedule 13G is incorporated herein by reference.

 


 


SCHEDULE 13G

 

CUSIP No.

 

Page 5 of 6

 

Item 5. 

Ownership of Five Percent or Less of a Class 

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following[X].

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 

Not applicable


 


SCHEDULE 13G

 

CUSIP No.

 

Page 6 of 6

 

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, 2018

 

 

 

 

 

/s/

Jonathan Sackier

 

By:

Jonathan Sackier