Insider filing report for Changes in Beneficial Ownership
- Schedule 13G & 13D forms are used to report a party's ownership of stock which exceeds 5% of a company's total stock issue.
- Schedule 13G is a shorter version of Schedule 13D with fewer reporting requirements.
"Insiders might sell their shares for any number of reasons, but they buy them for only one: they think the price will rise"
- Peter Lynch
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- Peter Lynch
What is insider trading>>
UNITED STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
SCHEDULE 13D/A
Under
the Securities Exchange Act of 1934 (Amendment No. 2)*
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Sanara
MedTech, Inc.
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(Name
of Issuer)
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Common
Stock, $.001 par value
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(Title
of Class of Securities)
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79957L100
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(CUSIP
Number)
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Howell,
S. Oden, Jr., Sanara MedTech, Inc. 1200 Summit Ave, Suite 414 Fort
Worth, TX 76102 Phone: 817-529-2300
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(Name,
Address and Telephone Number of Person Authorized to Receive
Notices and Communications)
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October
15, 2019
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(Date
of Event which Requires Filing of this Statement)
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If the
filing person has previously filed a statement on Schedule 13G to
report the acquisition that 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(b) 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 (“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 13D
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CUSIP No.
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79957L100
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1
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NAMES
OF REPORTING PERSONSI.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
(ENTITIES ONLY)
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|||
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Howell
S. Oden Jr.
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||||
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2
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CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
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|||
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(a) [
]
(b) [
√]
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||||
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3
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SEC USE
ONLY
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|||
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||||
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4
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SOURCE
OF FUNDS (See Instructions)
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|||
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00
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||||
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5
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CHECK
IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS
2(D) OR 2(E)
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|||
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[
]
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||||
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6
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CITIZENSHIP
OR PLACE OF ORGANIZATION
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|||
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United
States
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||||
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NUMBER
OFSHARESBENEFICIALLYOWNED BYEACHREPORTINGPERSONWITH
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7
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SOLE
VOTING POWER
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481,165
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|||
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8
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SHARED
VOTING POWER
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||
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|||
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9
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SOLE
DISPOSITIVE POWER
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481,165
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|||
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10
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SHARED
DISPOSITIVE POWER
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11
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AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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|||
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481,165
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||||
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12
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CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
(See Instructions)
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[ ]
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||||
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13
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PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
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|||
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13.47%*
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||||
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14
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TYPE OF
REPORTING PERSON (See Instructions)
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IN
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||||
*
The percentage is based upon 3,571,001
outstanding shares of Common Stock, as reported on the
Issuer’s Form 10-Q, as filed with the Securities and Exchange
Commission on November 14, 2019.
Explanatory Note
This Amendment No. 2 to the Statement on Schedule 13D (this
“Amendment No. 2”) is being filed with respect to
the common stock, par value $0.001 per share (the “Common
Stock”), of Sanara MedTech Inc., a Texas corporation (the
“Company”), to amend and supplement
the Statement on Schedule 13D filed by Solomon Ogden Howell, Jr.
(the “Reporting Person”) on February 26, 2019 (the
“Original Schedule 13D”), as amended by Amendment No. 1
to the Original Schedule 13D filed by the Original Reporting
Persons on July 10, 2019. All capitalized terms contained herein
but not otherwise defined shall
have the meanings ascribed to such terms in the Original Schedule
13D.
The Reporting Persons are filing this Amendment No. 2 to reflect
their respective ownership of Common Stock following the Issuance
(as defined below). Except as set forth herein, all Items are
unchanged.
Item
3.
Source
and Amount of Funds or Other Considerations
Item 3 is supplemented as follows:
On October 15, 2019, the Solomon Oden Howell Revocable Trust
entered into a Subscription Agreement pursuant to which the Issuer
issued 60,241 shares of its Common Stock for a total subscription
price of $500,000 (the “Issuance”).
Item
5.
Interest
in Securities of the Issuer
Item 5 is amended as follows:
(a)
The information set forth on rows 11 and 13 of
the cover pages of this Schedule 13D is incorporated by
reference. The
percentage is based upon 3,571,001 outstanding shares of Common
Stock, as reported on the Issuer’s Form 10-Q, as filed with
the Securities and Exchange Commission on November 14,
2019.
(b)
The
information set forth in rows 7 through 10 of the cover pages to
this Schedule 13D is incorporated by reference.
Item
7.
Material
to Be Filed as Exhibits
Exhibit
10.1 - Subscription Agreement between Sanara MedTech Inc. and
Solomon Oden Howell Revocable Trust.
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.
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Dated
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November
15, 2019
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Signature
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/s/
Solomon Oden Howell, Jr.
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The
original statement shall be signed by each person on whose behalf
the statement is filed or his authorized representative. If the
statement is signed on behalf of a person by his authorized
representative (other than an executive officer or general partner
of this filing person), evidence of the representative’s
authority to sign on behalf of such person shall be filed with the
statement, provided, however, that a power of attorney for this
purpose which is already on file with the Commission may be
incorporated by reference. The name and any title of each person
who signs the statement shall be typed or printed beneath his
signature.
Attention: Intentional misstatements or omissions of fact
constitute Federal criminal violations (See 18 U.S.C.
1001).