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 13G
(Rule 13d-102)
Information To Be Included In Statements Filed Pursuant
To Section 240.13d-1(b), (c), and (d) and Amendments Thereto Filed
Pursuant To Section 240.13d-2
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
Pressure BioSciences, Inc.
(Name of Issuer)
Common Stock, $0.01 par value per share
(Title of Class of Securities)
74112E109
(CUSIP Number)
December 31, 2012
(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)
X Rule 13d-1(c)
Rule 13d-1(d)
1
NAMES OF REPORTING PERSONS
Clayton A. Struve
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE
INSTRUCTIONS)
(a)
(b) X
3
SEC USE ONLY
4
CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
5
SOLE VOTING POWER
51,664
6
SHARED VOTING POWER
0
7
SOLE DISPOSITIVE POWER
51,664
8
SHARED DISPOSITIVE POWER
0
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
51,664
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES (SEE INSTRUCTIONS)
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9*
0.4%
12
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
IN
* Based on 11,694,889 shares of the Issuer's common stock
issued and outstanding based on Amendment No. 1 to the Issuer's
Quarterly Report on Form 10-Q/A, filed with the Securities
and Exchange Commission on October 31 2012.
1
NAMES OF REPORTING PERSONS
CSS, LLC
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE
INSTRUCTIONS)
(a)
(b) X
3
SEC USE ONLY
4
CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
5
SOLE VOTING POWER
401,935
6
SHARED VOTING POWER
0
7
SOLE DISPOSITIVE POWER
401,935
8
SHARED DISPOSITIVE POWER
0
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
401,935
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES (SEE INSTRUCTIONS)
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9*
3.4%
12
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
BD
Item 1(a)
Name of Issuer:
Pressure BioSciences, Inc.
Item 1(b)
Address of Issuer?s Principal Executive Offices:
14 Norfolk Avenue
South Easton, MA 02375
Item 2(a)
Name of Person Filing:
Clayton A. Struve and CSS, LLC due to Clayton A. Struve's affiliation
as a member.
Item 2(b)
Address of Principal Business Office or, if none, Residence:
The address of the principal business office of each of the Reporting
Persons is:
175 W. Jackson Blvd, Suite 440
Chicago, IL 60604
Item 2(c)
Citizenship:
United States.
Item 2(d)
Title of Class of Securities:
Common Stock, $0.01 par value per share
Item 2(e)
CUSIP Number:
74112E109
Item 3
Not applicable.
Item 4
Ownership.
Provide the following information regarding the aggregate number and
percentage of the class of securities of the issuer identified in
Item 1.
(a) Amount beneficially owned: See item 9 of cover pages.
(b) Percent of class: See item 11 of cover pages.
(c) Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
(ii) Shared power to vote or to direct the vote:
(iii) Sole power to dispose or to direct the disposition of:
(iv) Shared power to dispose or to direct the disposition of:
See items 5-8 of cover pages.
Clayton A. Struve owns 51,664 shares of common stock of the issuer. 401,935
shares of common stock of the issuer are held by CSS, LLC where Clayton A.
Struve is a member.
Item 5
Ownership of Five 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. X
Item 6
Ownership of More than Five 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
Certification.
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: February 8, 2013
Date: February 8, 2013
By: __/s/ Clayton A. Struve_______
Name: Clayton A. Struve
CSS, LLC
By: __/s/ Clayton A. Struve_______
Name: Clayton A. Struve
* 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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5
Error! Unknown document property name.
SCHEDULE 13G