SC 13D

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13D

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No.     )*

hopTo Inc.

(Name of Issuer)

Common Stock, par value $.0001 per share

(Title of Class of Securities)

440271004

(CUSIP Number)

Jonathon R. Skeels

Novelty Capital, LLC

520 Newport Center Drive, 12th Floor

Newport Beach, CA 92660

(949) 415-6896

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

March 23, 2018

(Date of Event which Requires Filing of this Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. ☐

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See §240.13d-7 for other parties to whom copies are to be sent.

* 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, as amended (“Exchange Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Exchange Act (however, see the Notes).

CUSIP No. 440271004

1	NAME OF REPORTING PERSON Novelty Capital Partners LP
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) (a)  ☐        (b)  ☒
3	SEC USE ONLY
4	SOURCE OF FUNDS (SEE INSTRUCTIONS) WC (See Item 3)
5	CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) ☐
6	CITIZENSHIP OR PLACE OF ORGANIZATION Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		7	SOLE VOTING POWER NONE
		8	SHARED VOTING POWER 975,711
		9	SOLE DISPOSITIVE POWER NONE
		10	SHARED DISPOSITIVE POWER
11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 975,711
12	CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) ☐
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 9.95%
14	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) IA

CUSIP No. 440271004

1	NAME OF REPORTING PERSON Novelty Capital Partners GP LLC
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) (a)  ☐        (b)  ☒
3	SEC USE ONLY
4	SOURCE OF FUNDS (SEE INSTRUCTIONS) OO (See Item 3)
5	CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) ☐
6	CITIZENSHIP OR PLACE OF ORGANIZATION Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		7	SOLE VOTING POWER NONE
		8	SHARED VOTING POWER 975,711
		9	SOLE DISPOSITIVE POWER NONE
		10	SHARED DISPOSITIVE POWER
11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 975,711
12	CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) ☐
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 9.95%
14	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) OO

CUSIP No. 440271004

1	NAME OF REPORTING PERSON Novelty Capital, LLC
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) (a)  ☐        (b)  ☒
3	SEC USE ONLY
4	SOURCE OF FUNDS (SEE INSTRUCTIONS) OO (See Item 3)
5	CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) ☐
6	CITIZENSHIP OR PLACE OF ORGANIZATION Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		7	SOLE VOTING POWER NONE
		8	SHARED VOTING POWER 975,711
		9	SOLE DISPOSITIVE POWER NONE
		10	SHARED DISPOSITIVE POWER
11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 975,711
12	CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) ☐
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 9.95%
14	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) OO

CUSIP No. 440271004

1	NAME OF REPORTING PERSON Jonathon R. Skeels
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) (a)  ☐        (b)  ☒
3	SEC USE ONLY
4	SOURCE OF FUNDS (SEE INSTRUCTIONS) OO (See Item 3)
5	CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) ☐
6	CITIZENSHIP OR PLACE OF ORGANIZATION United States
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		7	SOLE VOTING POWER NONE
		8	SHARED VOTING POWER 975,711
		9	SOLE DISPOSITIVE POWER NONE
		10	SHARED DISPOSITIVE POWER
11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 975,711
12	CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) ☐
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 9.95%
14	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) IN

Item 1. Security and Issuer

This statement on Schedule 13D relates to the common stock, par value $.0001 per share (the “Common Stock”), of hopTo Inc., a Delaware corporation (the “Issuer”). The principal executive offices of the Issuer are believed to be located at 6 Loudon Road, Suite 200, Concord, NH 03301.

The Reporting Persons (as defined below) beneficially own 975,711 shares of Common Stock (the “Subject Shares”). The Subject Shares represent approximately 9.95% of the outstanding shares of Common Stock, based on 9,804,400 shares of Common Stock outstanding as of November 14, 2017 as reported in the Issuer’s Quarterly Report on Form 10-Q filed on November 14, 2017.

Item 2. Identity and Background

(a), (f) This statement is being filed by:

• Novelty Capital Partners LP, a Delaware limited partnership (“Novelty Capital Partners”);

• Novelty Capital Partners GP LLC, a Delaware limited liability company (the “General Partner”);

• Novelty Capital, LLC, a Delaware limited liability company (“Novelty Capital”); and

• Jonathon R. Skeels, an individual (“Skeels” and together with Novelty Capital Partners, the General Partner and Novelty Capital, the “Reporting Persons”).

The Reporting Persons entered into a joint filing agreement, dated as of March 30, 2018, which is filed as Exhibit 99.1.

(b) The address of the principal business and principal office of each of the Reporting Persons is 520 Newport Center Drive, 12th Floor Newport Beach, CA 92660.

(c) Novelty Capital’s principal business is serving as a private investment and advisory firm focused on intellectual property-rich operating businesses, which includes, among other things, serving as investment advisor to affiliated funds, including Novelty Capital Partners.

The General Partner’s principal business is to serve as the sole general partner of Novelty Capital Partners.

The principal occupation of Jonathon R. Skeels is serving as the Managing Partner of Novelty Capital.

(d), (e) During the last five years, none of the Reporting Persons (i) has been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) or (ii) was a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violations with respect to such laws.

Item 3. Source and Amount of Funds or Other Consideration

Novelty Capital Partners purchased 975,711 shares of Common Stock for an aggregate consideration (including brokerage commission) of $300,616. Novelty Capital Partners funded these amounts out of its capital.

Item 4. Purpose of Transaction

The Reporting Persons believe that the Common Stock is undervalued and is an attractive investment. On January 30, 2018, Novelty Capital proposed directors to replace each of the incumbent members of the board of directors of the Issuer. Such letter is filed as Exhibit 99.2.

The Reporting Persons have and intend to continue to engage in future discussions with the Issuer and Issuer’s management and board of directors, other stockholders of the Issuer and other interested parties

1

that may relate to the business, management, operations (including cost structure), assets, capitalization, financial condition, strategic plans, governance and board composition and the future of the Issuer.

In addition to Exhibit 99.2, the Reporting Persons may also take one or more of the actions described in subsections (a) through (j) of Item 4 of Schedule 13D and may discuss such actions with the Issuer and Issuer’s management and the board of directors, other stockholders of the Issuer and other interested parties.

The Reporting Persons intend to review their investments in the Issuer on a continuing basis. Depending on various factors and subject to the obligations described herein, including, without limitation, the Issuer’s financial position and strategic direction, actions taken by the Issuer’s board of directors, price levels of shares of Common Stock, other investment opportunities available to the Reporting Persons, concentration of positions in the portfolios of and managed by the Reporting Persons, market conditions and general economic and industry conditions, the Reporting Persons may take such actions with respect to their investments in the Issuer as they deem appropriate, including, without limitation, purchasing additional shares of Common Stock or other financial instruments related to the Issuer or selling some or all of their beneficial or economic holdings, engaging in hedging or similar transactions with respect to the securities relating to the Issuer and/or otherwise changing their intention with respect to any and all matters referred to in Item 4 of Schedule 13D.

Item 5. Interest in Securities of the Issuer

(a), (b) Information about the number and percentage of shares of Common Stock beneficially owned by the Reporting Persons is set forth in Item 1, and that information is incorporated by herein reference.

Novelty Capital Partners may be deemed to have the shared power to vote or direct the vote of (and the shared power to dispose or direct the disposition of) the Subject Shares. As the general partner of Novelty Capital Partners, the General Partner may be deemed to have the shared power to vote or direct the vote of (and the shared power to dispose or direct the disposition of) the Subject Shares. As the sole member of the General Partner, Novelty Capital may be deemed to have the shared power to vote or direct the vote of (and the shared power to dispose or direct the disposition of) the Subject Shares. By virtue of Jonathon R. Skeels’ position as the Managing Partner of Novelty Capital, Mr. Skeels may be deemed to have the shared power to vote or direct the vote of (and the shared power to dispose or direct the disposition of) the Subject Shares.

(c) Exhibit 99.3, which is incorporated herein by reference, describes all of the transactions in shares of or derivatives relating to Common Stock that were effected in the past sixty days by the Reporting Persons. Those transactions were effected for the account of Novelty Capital Partners.

(d) Novelty Capital Partners has the right to receive dividends from, and the proceeds from the sale of, the Subject Shares.

(e) Not applicable.

Item 6. Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer.

Except as described herein, the Reporting Persons have no contracts, arrangements, understandings or relationships (legal or otherwise) with any person respect to any securities of the Issuer.

Item 7. Material to be Filed as Exhibits

Exhibit No.	Description
99.1	Joint Filing Agreement, dated as of March 30, 2018, among Novelty Capital Partners, the General Partner, Novelty Capital and Jonathon R. Skeels.
99.2	Letter, dated January 30, 2018, from Novelty Capital to the Issuer
99.3	Trading data

2

SIGNATURE

After reasonable inquiry and to the best of each of the undersigned’s knowledge and belief, each of the undersigned certify that the information set forth in this statement is true, complete and correct.

Dated: April 2, 2018

NOVELTY CAPITAL PARTNERS LP
By: Novelty Capital Partners GP LLC, its General Partner
By: Novelty Capital, LLC, sole member of the General Partner
By	/s/ Jonathon R. Skeels
	Jonathon R. Skeels
	Managing Partner
NOVELTY CAPITAL PARTNERS GP LLC
By:	Novelty Capital, LLC, sole member of the General Partner
By:	/s/ Jonathon R. Skeels
	Jonathon R. Skeels
	Managing Partner
NOVELTY CAPITAL, LLC
By:	/s/ Jonathon R. Skeels
	Jonathon R. Skeels
	Managing Partner
By:	/s/ Jonathon R. Skeels
	Jonathon R. Skeels

3

EX-99.1

Exhibit 99.1

JOINT FILING AGREEMENT

In accordance with Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13D (including additional amendments thereto, the “Statement”) with respect to the common stock, $.0001 par value per share, of hopTo Inc., a Delaware corporation. This Joint Filing Agreement shall be filed as an Exhibit to the Statement.

March 30, 2018

NOVELTY CAPITAL PARTNERS LP

By: NOVELTY CAPITAL PARTNERS GP LLC, its general partner

By: NOVELTY CAPITAL, LLC, sole member of the general partner

By:	/s/ Jonathon R. Skeels
Name:	Jonathon R. Skeels
Title	Managing Partner

NOVELTY CAPITAL PARTNERS GP LLC, its general partner

By: NOVELTY CAPITAL, LLC, sole member of the general partner

By:	/s/ Jonathon R. Skeels
Name:	Jonathon R. Skeels
Title	Managing Partner

NOVELTY CAPITAL, LLC

By:	/s/ Jonathon R. Skeels
Name:	Jonathon R. Skeels
Title	Managing Partner

/s/ Jonathon R. Skeels

Jonathon R. Skeels

EX-99.2

Exhibit 99.2

January 30, 2018

Secretary

hopTo Inc.

6 Loudon Road, Suite 200

Concord, NH 03301

The Board of Directors

hopTo Inc.

c/o The Corporation Services Company

251 Little Falls Drive

Wilmington, DE 19808-1674

Gentlemen:

Novelty Capital, LLC (together with its affiliated investment vehicles, “Novelty Capital”, “we” or “us”) currently owns 475,711 shares representing 4.9% of the outstanding shares of the hopTo Inc. (“hopTo” or the “Company”). We intend to increase our investment in the Company.

For several months, we attempted to work constructively with the management team and the Board of Directors to put together a transaction that would strengthen the Company and provide it with the resources to maximize value for stockholders. We submitted multiple proposals, including purchase of the GoGlobal business, common stock financings, debt financings and creative combinations of each – all of which the Board of Directors had seemingly refused to actively engage in discussion, negotiation or take up in a reasonable timeframe.

Due to the lack of engagement by the Board of Directors we experienced previously, along with the Company’s history of strategic and capital allocation missteps, we remain concerned the Company’s operations and evaluation of strategic direction conducted under the direction of the current management team and Board of Directors may not result in the maximum value for all stockholders. Our concerns are well founded:

1. From January 2, 2013 through January 29, 2018, the Company had a total shareholder return of negative 96%. This figure is particularly striking given that the S&P500 index returned 95% during the same period and the fact that all three current board members served continuously over this period.

2. The Company’s interim CEO, CFO and sole Executive Officer, Jean-Louis Casabonne, is only a part-time employee. He is the full-time, acting CFO for Kobie Marketing, a fast growing company with over 450 employees located in St. Petersburg, FL. In addition, according to an 8-K filed by the Company on December 5, 2017, the Company does not currently have an active search for CEO or CFO.

520 Newport Center Drive, 12^th Floor Newport Beach, CA 92660 1    

3. The Board of Directors decreased from six to three members on August 2, 2017 and include former CEO, Eldad Eilam, who resigned as CEO effective July 28, 2017 to accept full-time employment at Apple Inc. The fact there has been no new additions to a depleted and already tired Board of Directors causes us to further question whether the Company and the Board of Directors has the appropriate leadership and focus at this time.

4. The Company has not held an annual stockholder meeting in over two years with the last meeting occurring on September 24, 2015. This violates Delaware law. Currently, only one of the three sitting directors has been duly elected by the Company’s stockholders – as Michael Brochu’s term was set to expire as of the 2016 annual meeting and Eldad Eilam’s term was set to expire as of the 2017 annual meeting, neither of which were held.

We believe the entire Board must be replaced. Novelty Capital hereby nominates the following highly qualified director candidates who bring fresh perspectives and the specialized operating, intellectual property, tax, M&A and capital markets experience necessary to implement a strategic plan that will generate meaningful shareholder value.

Novelty Capital’s three highly qualified nominees are:

Thomas C. Stewart

Thomas C. Stewart is Chief Financial Officer of SecureAuth Corporation, a provider of identify and information security solutions for enterprise cloud, mobile, web and VPN systems backed by Toba Capital and K1 Investment Management. Mr. Stewart has led SecureAuth Corporation as Chief Financial Officer and a member of its board of directors shortly after its inception through its recent merger and $200 million capital raise. Mr. Stewart previously held executive positions in finance and marketing at Intel Corporation and Intel Capital. These roles included building a sales and marketing team in Europe targeting the IT system integrator channel that was responsible for more than $80 million in Intel revenue. Prior to Intel Corporation and Intel Capital, Mr. Stewart held management positions at data networking and application service firms. He served as one of the first product managers of FutureLink, a pioneer in the development of the application service provider (ASP) concept.

Richard S. Chernicoff

Richard S. Chernicoff is completing his tenure as President of Great Elm Capital Group, Inc. Mr. Chernicoff previously ran the intellectual property business at Xperi Corporation, was president of a venture-backed technology company and ran corporate development at SanDisk Corporation. Mr. Chernicoff was a partner in the Brobeck technology law firm, an associate at Skadden, Arps, Slate, Meagher & Flom LLP and served on the staff of the Securities and Exchange Commission in Washington. Mr. Chernicoff began his career as an auditor with Ernst & Young LLP.

Jonathon R. Skeels

Jonathon R. Skeels serves as the founder and Managing Partner of Novelty Capital, an investment and advisory firm focused on undervalued technology companies with meaningful intangible assets, such as intellectual property and net operating losses. Previously, Mr. Skeels held executive roles at IP Navigation Group, LLC, a leading intellectual property monetization firm. Mr. Skeels was also Vice President and Senior Analyst at Davenport & Company, LLC, a financial services firm that manages over $10 billion where he was a sell-side research analyst focused on advising leading institutional investors on publicly-traded technology companies.

520 Newport Center Drive, 12^th Floor Newport Beach, CA 92660 2    

All of the information required by Article II, Section 2 of the Company’s Amended and Restated Bylaws is attached as Annex 1. If the size of the Company’s board of directors is changed from three persons, we intend to nominate additional directors so as to elect a completely new slate. We believe the Company’s other stockholders will be supportive of our nominees and recommended changes. Accordingly, significant cost can be avoided if all of the existing directors resign now, immediately appointing our three nominees.

Sincerely yours,

Novelty Capital, LLC
By:	/s/ Jonathon R. Skeels
	Jonathon R. Skeels Managing Partner

520 Newport Center Drive, 12^th Floor Newport Beach, CA 92660 3    

Annex 1

Article II, Section 2(a) Disclosures.

Thomas C. Stewart is 50 years old. Mr. Stewart’s business address is SecureAuth Corporation, 8845 Research Drive, Irvine, CA 92618. Mr. Stewart’s personal address is 1893 Carmelita Street, Laguna Beach, CA 92651. Mr. Stewart’s principal occupation is an executive. Mr. Stewart has no interest (of record, beneficially or derivately) in the Company’s securities.

Mr. Stewart serves as SecureAuth Corporation’s chief financial officer since May 2007. Mr. Stewart was member of SecureAuth Inc.’s board of directors from May 2007 to September 2017. Mr. Stewart previously held various executive roles at Intel Corporation including Finance Manager Information Technology, 2000-2004 and Marketing Director, EMEA 2004-2007. Mr. Stewart has no relationships with the Company, Novelty Capital or any of their respective officers or directors required to be disclosed under Item 401 Regulation S-K.

Mr. Stewart brings to the Company experience leading and growing software businesses and in finance, accounting, marketing and operations.

Richard S. Chernicoff is 52 years old. Mr. Chernicoff’s business address is Great Elm Capital Group, Inc., 800 South Street, Suite 230, Waltham, MA 02453. Mr. Chernicoff’s personal address is 4309 Forest Avenue SE, Mercer Island, WA 98040. Mr. Chernicoff’s principal occupation is an executive. Mr. Chernicoff has no interest (of record, beneficially or derivatively) in the Company’s securities.

Richard S. Chernicoff served as Great Elm Capital Group, Inc.’s interim chief executive officer from July 2016 to September 2017. Mr. Chernicoff has been a member of Great Elm Capital Group, Inc.’s board of directors since March 2014, as its Lead Independent Director from April 2014 to October 2015 and as chairman of its board from October 2015 to July 2016. Mr. Chernicoff was a member of the board of directors of Marathon Patent Group, Inc. from March 2015 to July 2017. Mr. Chernicoff served as interim general counsel of Marathon Patent Group. Prior to joining Great Elm Capital Group, Inc.’s board of directors, Mr. Chernicoff was President of Tessera Intellectual Property Corp. from July 2011 to January 2013. Prior to Tessera, Mr. Chernicoff was President of Unity Semiconductor Corp. Prior to that, Mr. Chernicoff was with SanDisk Corporation where, as Senior Vice President, Business Development, Mr. Chernicoff was responsible for mergers and acquisitions, financings and joint ventures. Previously, Mr. Chernicoff was a mergers and acquisitions partner in the Los Angeles office of Brobeck, Phleger & Harrison LLP, a corporate lawyer in the Los Angeles office of Skadden, Arps, Slate, Meagher & Flom LLP, a member of the staff of the SEC in Washington, DC and an auditor in the Los Angeles office of Ernst & Young LLP. Mr. Chernicoff has no relationships with the Company, Novelty Capital or any of their respective officers or directors required to be disclosed under Item 401 Regulation S-K.

Mr. Chernicoff brings to the Company experience leading businesses and in mergers and acquisitions, finance, legal matters and accounting.

Jonathon R. Skeels is 36 years old. Mr. Skeels’ business address is Novelty Capital, LLC, 520 Newport Center Drive, 12^th Floor, Newport Beach, CA 92660. Mr. Skeels’ personal address is 304 Sapphire Avenue, Newport Beach, CA 92662. Mr. Skeels’ principal occupation is an investor. Mr. Skeels may be deemed the benefical owner of 475,711 shares of the Company through his ownership stake in Novelty Capital and its affiliated investment vehicles.

Jonathon R. Skeels has served as Managing Partner of Novelty Capital, LLC and various affiliated entities since since June 2014. Mr. Skeels was Vice President and Director of IP Navigation Group, LLC from September 2012 to June 2014 where he was responsible for business development, corporate finance and various investment activities. Prior to IP Navigation Group, LLC, Mr. Skeels was Vice President and Senior Research Analyst of Davenport & Company, LLC from May 2005 to August 2012 where he was responsible for investments in publicly-traded technology companies. Mr. Skeels is the sole manager of Novelty Capital, LLC and has no relationships with the Company or any of their respective officers or directors required to be disclosed under Item 401 Regulation S-K.

520 Newport Center Drive, 12^th Floor Newport Beach, CA 92660 4    

Mr. Skeels brings to the Company experience in intellectual property, capital markets, tax and business development.

There are no arrangements (other than consent to serve as a nominee as contemplated hereby and, if elected, as a member of the Company’s board of directors) among any of the foregoing persons or between any of them and Novelty Capital or Jonathon R. Skeels.

Article II, Section 2(c) Disclosures. Novelty Capital, LLC, is a Delaware limited liability company. Jonathan R. Skeels is the sole manager of Novelty Capital, LLC. Novelty Capital’s and Mr. Skeels’ principal business address is 520 Newport Center Drive, 12^th Floor, Newport Beach, CA 92660. As of January 30, 2017, Novelty Capital beneficially owns an aggregate of 475,711 shares of the Company’s common stock. All of such shares are owned in street-name so that the name that appears on the Company’s books and records with respect to such shares is that of Cede & Co., as nominee of The Depository Trust Company. Mr. Skeels may be deemed the beneficial owner of such shares as a result of his position with Novelty Capital. Mr. Skeels also has a pecuniary interest in such shares through his ownership stake in Novelty Capital and its affiliated investment vehicles. Neither Novelty Capital nor Mr. Skeels has entered into any hedging or other transaction or series of transactions the effect or intent of which is to mitigate los s or manage risk or benefit shares price changes for, or to increase or decrease the voting power of Novelty Capital or Mr. Skeels with respect to any shares of stock of the Company. Novelty Capital commits to remain a stockholder of the Company through the date of the Company’s stockholders meeting that is the subject of this notice.

Article II, Section 2(d) Disclosures. Novelty Capital, LLC intends to appear in person or by proxy at the Company’s next stockholders meeting to make such nominations.

520 Newport Center Drive, 12^th Floor Newport Beach, CA 92660 5    

Consent of Director Nominees

Each of the undersigned consents to serve as a member of the board of directors of hopTo Inc. if elected or appointed.

January 30, 2017

/s/ Thomas C. Stewart

Thomas C. Stewart

/s/ Richard S. Chernicoff

Richard S. Chernicoff

/s/ Jonathon R. Skeels

Jonathon R. Skeels

520 Newport Center Drive, 12^th Floor Newport Beach, CA 92660 6    

EX-99.3

Exhibit 99.3

Reporting Person	Securities	Price Per Share	Transaction
Novelty Capital Partners, L.P.	500,000 shares of common stock	$0.50	Private purchase on March 23, 2018