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.
- Peter Lynch
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G/A
Under the Securities Exchange Act of 1934
(Amendment No. 1)
(Rule 13d-102)
INFORMATION
TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c) AND (d) AND
AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b)
Under the Securities Exchange Act of 1934
| WIZE PHARMA, INC. |
| (Name of Issuer) |
| Common Stock, NIS 0.001 par value |
| (Title of Class of Securities) |
| 97751M207 |
| (CUSIP Number) |
| December 20, 2019 |
| (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).
| CUSIP NO. | 97751M207 |
| 1 | Name
of Reporting Persons/
Jonathan Rubini | ||
| 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
2,714,776 (1) | |
| Beneficially Owned by Each |
6 | Shared Voting Power
0 | |
| Reporting Person With: |
7 | Sole Dispositive Power
2,714,776 (1) | |
| 8 | Shared Dispositive Power
0 | ||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
2,714,776 (1) | ||
| 10 | Check if the Aggregate Amount in Row (9) Excludes Certain Shares ☐
| ||
| 11 | Percent of Class Represented by Amount in Row (9)
16.82%(2) | ||
| 12 | Type of Reporting Person :
IN | ||
| (1) | Includes 2,455,739 shares of common stock and 259,037 shares of common stock issuable upon warrants exercisable within 60 days. Does not include an aggregate of 4,602,074 shares of common stock issuable upon conversion of Series A Preferred Stock or exercisable of warrants that are either subject to an ownership blocker or not exercisable within 60 days. |
| (2) | Based on 15,885,628 shares of Common Stock outstanding as of December 23, 2019 and 259,037 shares of common stock issuable upon the exercise of warrants held by Mr. Rubini within 60 days of the date hereof. |
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Item 1.
| (a) | Name of Issuer: WIZE PHARMA, INC. (the "Issuer"). |
| (b) | Address
of Issuer’s Principal Executive Offices: 24 Hanagar Street, Hod Hasharon, Israel 4527708 |
Item 2.
| (a) | Name of Person Filing: |
This Statement is filed by:
(1) Jonathan Rubini
The foregoing is referred to as the "Reporting Person" in this Statement.
| (b) | Address of Principal Business Offices or, if none, Residence: |
Jonathan Rubini – 813 D Street Anchorage, Alaska 99501
| (c) | Place of Organization: |
Not applicable.
| (d) | Title of Class of Securities: |
Common Stock, $0.001 par value (the “Common Stock”).
| (e) | CUSIP Number: |
97751M207
| Item 3. | If this statement is filed pursuant to Rules 13d-1(b), or 13d-2(b) or (c), check whether the person filing is a: |
Not applicable.
| Item 4. | Ownership |
See items 5-11 of the cover pages hereto for beneficial ownership, percentage of class and dispositive power of the Reporting Person.
| Item 5. | Ownership
of 5 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 5 percent of the class of securities, check the following [ ]. |
| Item 6. | Ownership
of More than 5 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. | 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.
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SIGNATURES
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.
December 26, 2019
| /s/ Jonathan Rubini | |
| Jonathan Rubini |
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