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,
DC 20549
SCHEDULE
13D
Under
the Securities Exchange Act of 1934
(Amendment
No. 1)*
IsoRay,
Inc.
(Name
of
Issuer)
Common
Stock
(Title
of
Class of Securities)
46489V104
(CUSIP
Number)
Stephen
R. Boatwright, Esq.
Keller
Rohrback, PLC
3101
North Central Ave., Suite 900
Phoenix,
AZ 85012
(602)
248-0088
(Name,
Address and Telephone Number of Person Authorized to Receive Notices and
Communications)
August
23, 2006
(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 that is the subject of this Schedule 13D, and is filing this
schedule because of Rule l3d-1(e), 13d-1(f) or 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
Rule
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
("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).
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CUSIP
NO. 46489V104
|
13D
|
Page
2 of 4
Pages
|
|
1
|
NAME
OF REPORTING
PERSONS/I.R.S. IDENTIFICATION NOS. OF ABOVE PERSON (ENTITIES
ONLY)
Karen Thompson
|
||
|
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)
SC
|
||
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS
IS
REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) [__] |
||
|
6
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
United
States of America
|
||
|
NUMBER
OF
SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
7
|
SOLE
VOTING
POWER
5,728
|
|
|
8
|
SHARED
VOTING POWER
455,729
|
||
|
9
|
SOLE
DISPOSITIVE POWER
5,728
|
||
|
10
|
SHARED
DISPOSITIVE POWER
455,729
|
||
|
11
|
AGGREGATE
AMOUNT
BENEFICIALLY OWNED BY EACH REPORTING PERSON
461,457
|
||
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW
(11)
EXCLUDES CERTAIN SHARES (See Instructions) [__] |
||
|
13
|
PERCENT
OF
CLASS REPRESENTED BY AMOUNT IN ROW (11)
3%
|
||
|
14
|
TYPE
OF
REPORTING PERSON (See Instructions)
IN
|
||
| Item 5. |
Interest
in Securities of the
Issuer.
|
(a) As
of the
date of the filing of this statement, Ms. Thompson beneficially owns 461,457
shares of Common Stock, representing 3% of the shares of Common Stock reported
to be outstanding in the Issuer’s Registration Statement on Form SB-2/A filed on
June 6, 2006.
(b) Ms.
Thompson has the sole power to vote or to direct the vote and to dispose
or
direct the disposition of 5,728 shares of Common Stock beneficially owned
by
her. Ms. Thompson has shared power to vote or to direct the vote and to dispose
or direct the disposition of 455,729 shares of Common Stock beneficially
owned
by her. Of these 455,729 shares of Common Stock 200,590 shares of Common
Stock
are held of record by the Lawrence Family Trust, organized under the laws
of
California, with its business address at 285 Dondero Way, San Jose, California
95119. Ms. Thompson is a trustee and one of four beneficiaries of the Lawrence
Family Trust. The Lawrence Family Trust has not, during the last five years,
been convicted in a criminal proceeding (excluding traffic violations or
similar
misdemeanors), nor has the Lawrence Family Trust been a party to a civil
proceeding of a judicial or administrative body of competent jurisdiction
resulting in judgment, decree or final order enjoining future violation of,
or
prohibiting or mandating activities subject to, federal or state securities
laws
or finding any violation with respect to such laws. The remaining 255,139
shares
of Common Stock are held of record by the William Wesley Thompson and Karen
Louise Thompson Rev. Trust DTD 1.6.99, organized under the laws of California,
with its business address at 285 Dondero Way, San Jose, California 95119.
Ms.
Thompson is one of two trustees, the other being William Wesley Thompson,
and
one of five beneficiaries of the William Wesley Thompson and Karen Louise
Thompson Rev. Trust DTD 1.6.99. The William Wesley Thompson and Karen Louise
Thompson Rev. Trust DTD 1.6.99 has not, during the last five years, been
convicted in a criminal proceeding (excluding traffic violations or similar
misdemeanors), nor has the William Wesley Thompson and Karen Louise Thompson
Rev. Trust DTD 1.6.99 been a party to a civil proceeding or a judicial or
administrative body of competent jurisdiction resulting in judgment, decree
or
final order enjoining future violation of, or prohibiting or mandating
activities subject to, federal or state securities laws or finding any violation
with respect to such laws.
(c) Except
as
disclosed in this Schedule 13D/A, Ms. Thompson has not effected any transaction
in Common Stock during the past 60 days.
(d) Not
applicable.
(e) August
23, 2006
Item
6. Contracts,
Arrangements, Understandings or Relationships with Respect to Securities
of the
Issuer.
None
Item
7. Material
To Be Filed As Exhibits.
None
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13D
Amendment
|
13D
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Page
3 of 4
Pages
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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.
Dated:
September 21, 2006
/s/
Karen
Thompson
Karen
Thompson
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13D
Amendment
|
13D
|
Page
4 of 4
Pages
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