Amended Statement of Ownership (sc 13g/a)
February 11 2014 - 5:01PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
(Amendment No. 1)
Under the Securities Exchange Act of
1934
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Northwest Biotherapeutics, Inc.
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Common Stock, $0.001 par value
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(Title of Class of Securities)
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December 31, 2013
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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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*
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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.
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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).
CUSIP No. 66737P600
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1
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NAME OF REPORTING PERSON: Dennis Mehiel
*
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S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON:
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a)
¨
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(b)
x
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3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
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United States
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NUMBER OF
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5
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SOLE VOTING POWER:
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SHARES
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BENEFICIALLY
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3,203,655 shares of Common Stock.
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OWNED
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BY EACH
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6
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SHARED VOTING POWER:
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REPORTING
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PERSON
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0 shares of Common Stock.
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7
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SOLE DISPOSITIVE POWER:
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3,203,655 shares of Common Stock.
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8
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SHARED DISPOSITIVE POWER:
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0 shares of Common Stock.
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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3,203,655 shares of Common Stock.
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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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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
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8.0%
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12
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TYPE OF REPORTING PERSON
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IN
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CUSIP No. 66737P600
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1
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NAME OF REPORTING PERSON: Four M Purchasers LLC
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S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON: 32-0357803
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a)
¨
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(b)
x
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3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
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Delaware
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NUMBER OF
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5
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SOLE VOTING POWER:
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SHARES
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BENEFICIALLY
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0 shares of Common Stock.
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OWNED
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BY EACH
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6
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SHARED VOTING POWER:
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REPORTING
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PERSON
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0 shares of Common Stock.
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7
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SOLE DISPOSITIVE POWER:
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0 shares of Common Stock.
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8
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SHARED DISPOSITIVE POWER:
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0 shares of Common Stock.
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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0 shares of Common Stock.
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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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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
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0.0%
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12
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TYPE OF REPORTING PERSON
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OO
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This Amendment to the Schedule 13G filed
by the Reporting Persons on August 16, 2013 amends and restates the items set forth below as indicated therein. There has been
no change to the other items contained in the original Schedule 13G filing.
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Item
4.
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Ownership:
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Item 4 of the original Schedule 13G is amended and restated in its entirety as follows:
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Ownership as of December 31, 2013 is incorporated herein by reference from items (5) – (9) and (11)
of the cover page for each Reporting Person.
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The number of shares reported in items (5) – (9) and (11) consists of 1,804,965 shares of common
stock and warrants to acquire 1,398,690 shares of common stock owned by Dennis Mehiel. The number of shares reported in items (5)
– (9) and (11) for Four M Purchasers, LLC, a limited liability company whose sole member is Mr. Mehiel, consists of 0 shares
of common stock and warrants to acquire 0 shares as all of the shares and warrants previously owned by Four M Purchasers, LLC were
transferred to Mr. Mehiel. The ownership percentages in item (11) were determined in accordance with Rule 13d-3 and are based on
39,906,365 shares of common stock outstanding, which is the sum of the 38,507,675 shares outstanding as of November 12, 2013, as
set forth in the Registrant’s most recent Quarterly Report on Form 10-Q, plus the 1,398,690 shares issuable upon exercise
of the warrants owned by the Reporting Persons.
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Item 10.
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Certification:
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By signing below I certify that, to the best of my knowledge and belief, the securities referred to above
were acquired and are held in the ordinary course of business and 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, the undersigned certifies that the information set forth in this statement is true, complete and correct.
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Four M Purchasers, LLC
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Date: February 11, 2014
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By:
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/s/ Dennis Mehiel
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Dennis Mehiel
Managing Member
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Date: February 11, 2014
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By:
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/s/ Dennis Mehiel
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Dennis Mehiel
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