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"
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- Peter Lynch
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UNITED
STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.
20549
SCHEDULE 13G/A
Under
the Securities Exchange Act of 1934
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CHROMADEX
CORPORATION
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(Name
of Issuer)
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COMMON
STOCK, PAR VALUE $0.01
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(Title
of Class of Securities)
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171077407
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(CUSIP
Number)
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December
31, 2018
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(Date
of Event which Requires Filing of this
Statement)
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Check
the appropriate box to designate the rule pursuant to which this
Schedule is filed:
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Rule
13d-1(b)
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| X |
Rule
13d-1(c)
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Rule
13d-1(d)
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*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).
13G/A
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1
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NAME OF
REPORTING PERSONS
I.R.S.
IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Michael
Brauser
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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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3
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SEC USE
ONLY
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||||
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4
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CITIZENSHIP OR
PLACE OF ORGANIZATION
United
States of America
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||||
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
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5
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SOLE
VOTING POWER
165,365
(1)(2)
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|||
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6
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SHARED
VOTING POWER
1,253,533
(1)
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||||
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7
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SOLE
DISPOSITIVE POWER
165,365
(1)(2)
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||||
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8
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SHARED
DISPOSITIVE POWER
1,253,533
(1)
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||||
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9
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AGGREGATE AMOUNT
BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,418,898
(1)(2)
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||||
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10
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CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES
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||||
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☐
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11
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PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
2.57%
(2)
(Based on 55,285,912 shares
outstanding as of March 7, 2019)
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||||
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12
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TYPE OF
REPORTING PERSON
IN -
Individual
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||||
(1)
Includes 165,365
shares of common stock held by Michael Brauser
(“Brauser”); 753,137 shares of common stock held by
Michael & Betsy Brauser Tenants by Entirety
(“MBTBE”); 283,3244 shares of common stock held by
Grander Holdings, Inc. 401K Profit Sharing Plan of which Mr.
Brauser is a trustee (“Grander 401K”); and 217,072
shares held by Birchtree Capital, LLC of which Mr. Brauser is the
manager (“Birchtree”). Excludes 82,246 stock options to
purchase common stock exercisable within 60 days.
(2)
(Based on 55,285,912 shares outstanding as of
March 7, 2019)
13G/A
|
1.
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NAMES
OF REPORTING PERSONS
Michael & Betsy Brauser Tenants by Entirety
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||||
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2.
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CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see
instructions)
(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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4.
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SOURCE
OF FUNDS (see instructions)
OO
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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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6.
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CITIZENSHIP
OR PLACE OF ORGANIZATION
United States
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||||
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NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
|
7.
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SOLE
VOTING POWER
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||
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8.
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SHARED
VOTING POWER
753,137(1)
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|||
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9.
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SOLE
DISPOSITIVE POWER
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|||
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10.
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SHARED
DISPOSITIVE POWER
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|||
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11.
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AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
753,137(1)
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||||
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12.
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CHECK
IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see
instructions)
☐
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||||
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13.
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PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
1.4%(2)
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||||
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14.
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TYPE OF
REPORTING PERSON (see instructions)
OO
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||||
(1)
Includes
753,157 shares held by MBTBE
(2)
Based
on 55,285,912 shares of the Company’ s common stock outstanding as of
March 7, 2019.
13G/A
|
1.
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NAMES
OF REPORTING PERSONS
Birchtree Capital, LLC
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||||
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2.
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CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see
instructions)
(a)
☒ (b)
☐
|
||||
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3.
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SEC USE
ONLY
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||||
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4.
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SOURCE
OF FUNDS (see instructions)
OO
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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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6.
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CITIZENSHIP
OR PLACE OF ORGANIZATION
United States
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||||
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NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
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7.
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SOLE
VOTING POWER
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||
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8.
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SHARED
VOTING POWER
217,072(1)
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|||
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9.
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SOLE
DISPOSITIVE POWER
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|||
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10.
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SHARED
DISPOSITIVE POWER
217,072(1)
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|||
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11.
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AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
217,072(1)
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||||
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12.
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CHECK IF
THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see
instructions)
☐
|
||||
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13.
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PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.39%(2)
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||||
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14.
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TYPE OF
REPORTING PERSON (see instructions)
OO
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||||
(1)
Includes
217,072 shares held by Birchtree
(2)
Based
on 55,285,912 shares of the Company’ s common stock outstanding as of
March 7, 2019.
13G/A
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1.
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<
/font>
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NAMES
OF REPORTING PERSONS
Grander Holdings, Inc. 401K
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||||
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2.
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CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see
instructions)
(a)
☒ (b)
☐
|
||||
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3.
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SEC USE
ONLY
|
||||
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4.
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SOURCE
OF FUNDS (see instructions)
OO
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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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6.
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|
CITIZENSHIP
OR PLACE OF ORGANIZATION
United States
|
||||
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
|
7.
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SOLE
VOTING POWER
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||
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8.
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SHARED
VOTING POWER
283,324(1)
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|||
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9.
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SOLE
DISPOSITIVE POWER
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|||
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10.
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SHARED
DISPOSITIVE POWER
283,324(1)
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|||
|
11.
|
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AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
283,324(1)
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||||
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12.
|
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CHECK
IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see
instructions)
☐
|
||||
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13.
|
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PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.51%(2)
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||||
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14.
|
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TYPE OF
REPORTING PERSON (see instructions)
OO
|
||||
(1)
Includes
283,324 shares held by Grander, of which Michael Brauser is the
trustee.
(2)
Based
on 55,285,912 shares of the Company’ s common stock outstanding as of
March 7, 2019.
13G/A
Item
1.
(a)
Name
of Issuer: Chromadex Corporation
(b)
Address
of Issuer’s Principal Executive Offices:
10900
Wilshire Blvd, Suite 650 Los Angeles, CA 90024
Item
2.
(a)
Name
of Person Filing: The statement is filed on behalf of Michael
Brauser
(b)
Address
of Principal Business Office or, if none, Residence: 2650 N.
Military Trail, Suite 300, Boca Raton, FL 33431
(c)
Citizenship:
United States of America
(d)
Title
of Class of Securities: Common Stock
(e)
CUSIP
Number:
171077407
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:
Not
Applicable.
Item
4.
Ownership.
(a)
Amount beneficially owned: 1,418,898
(1)
(b)
Percent
of class: 2.57% (2)
(c)
Number
of shares as to which the person has:
(i)
Sole power to
vote or to direct the vote: 165,365(1)
(ii)
Shared power
to vote or to direct the vote: 1,253,533
(iii)
Sole power to
dispose or to direct the disposition of: 165,365
(1)
(iv)
Shared
power to dispose or to direct the disposition of:
1,253,533
Item
5.
Ownership
of Five Percent or Less of a Class.
The
Reporting Persons have ceased to be the beneficial owners of more
than five percent of the Company’s Common Stock based on the
number of shares of Common Stock outstanding as reported by the
Company as of December 31, 2018.
Item
6.
Ownership
of More than Five Percent on Behalf of Another Person.
Not
Applicable.
_______________________
(1)
Includes 165,365 shares of
Common Stock held by Michael Brauser (“Brauser”);
753,137 shares of Common Stock held by Michael & Betsy Brauser
Tenants by Entirety (“MBTBE”); 283,3244 shares of
common stock held by Grander Holdings, Inc. 401K Profit Sharing
Plan of which Mr. Brauser is a trustee (“Grander
401K”); and 217,072 shares held by Birchtree Capital, LLC of
which Mr. Brauser is the manager (“Birchtree”).
Excludes 82,246 stock options to purchase common stock exercisable
within 60 days.
(2)
(Based on 55,285,912 shares
outstanding as of March 7, 2019)
13G/A
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.
Certifications.
By
signing below I certify that, to the best of my knowledge and
belief, the securities referred to above were not acquired and are
not held for the purpose of or with the effect of changing or
influencing the control of the issuer of the securities and were
not acquired and are not held in connection with or as a
participant in any transaction having that purpose or
effect.
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: March
21, 2019
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Michael
Brauser
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By:
|
/s/ Michael Brauser
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Michael
Brauser
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Date: March
21, 2019
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Michael & Betsy
Tenants by Entirety
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|
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By:
|
/s/ Michael Brauser
|
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Michael
Brauser
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By:
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/s/ Betsy
Brauser
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Betsy
Brauser
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Date: March
21, 2019
|
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Birchtree Capital,
LLC
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By:
|
/s/ Michael Brauser
|
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Michael Brauser,
Manager
|
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Date:
March 21, 2019
|
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Grander Holdings,
Inc. 401K
|
|
|
|
|
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By:
|
/s/ Michael Brauser
|
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Michael Brauser,
Trustee
|