Statement of Ownership (sc 13g)
May 15 2015 - 3:48PM
Edgar (US Regulatory)
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
SCHEDULE 13G
(Rule 13d-102)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO § 240.13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED
PURSUANT TO § 240.13d-2
(Amendment No. )*
Players
Network
(Name of Issuer)
Common Stock, $.001 par value
(Title of Class of Securities)
72811P 10 2
(CUSIP
Number)
May 11, 2015
(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)
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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 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
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| CUSIP No. 72811P 10 2 |
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Page 2 of 6 Pages |
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| 1 |
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Name of
reporting persons Laurence S. Zipkin |
| 2 |
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Check the appropriate box if a member
of a group (see instructions)
(a) ¨ (b) ¨ |
| 3 |
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SEC use only
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| 4 |
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Citizenship or place of
organization Minnesota |
| Number of
shares beneficially
owned by each
reporting person
with |
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5 |
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Sole voting power
17,000,000 |
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6 |
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Shared voting power
0 |
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7 |
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Sole dispositive power
17,000,000 |
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8 |
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Shared dispositive power
0 |
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Aggregate amount beneficially owned by each reporting person
17,000,000 |
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Check box if the aggregate amount in
Row (9) excludes certain shares (see instructions) ¨ |
| 11 |
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Percent of class represented by amount
in Row (9) 7.6% |
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Type of reporting person (see
instructions) IN |
13G
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| CUSIP No. 72811P 10 2 |
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Page
3
of 6 Pages |
Item 1(a). Name of Issuer:
Players Network
Item 1(b). Address of
Issuer’s Principal Executive Offices:
1771 E. Flamingo Road, #201-A, Las Vegas, NV 89119.
Item 2(a). Name of Person Filing:
Laurence S. Zipkin
Item 2(b). Address of Principal Business Office, or if none, Residence:
130 Cheshire Lane, Suite 203, Minnetonka, MN 55305
Item 2(c). Citizenship:
United States
Item 2(d). Title of Class of Securities:
Common Stock,
$.001 par value
Item 2(e). CUSIP Number:
72811P 10 2
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:
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Broker or dealer registered under Section 15 of the Act (15 U.S.C. 78o); |
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Bank as defined in Section 3(a)(6) of the Act (15 U.S.C. 78c); |
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| (c) |
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Insurance company as defined in Section 3(a)(19) of the Act (15 U.S.C. 78c); |
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Investment company registered under Section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8); |
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An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E); |
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An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F); |
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A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G); |
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| (h) |
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A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813); |
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| (i) |
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A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act (15 U.S.C. 80a-3); |
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A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J); |
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Group, in accordance with § 240.13d-1(b)(1)(ii)(K). |
If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type
of institution: .
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:
8,500,000 shares of Common Stock and warrants to purchase 8,500,000 shares of common stock
(b) Percent of class:
7.6%
(Based upon the Issuer’s most recently filed Form 10-K, the Issuer has 214,549,534 shares outstanding as of April 11, 2015.)
(c) Number of shares as to which such person has:
Laurence S. Zipkin has sole voting and dispositive power of 8,500,000 shares of Common Stock and a Warrant to purchase 8,500,000 shares.
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 the beneficial owner of more than 5 percent of the class of securities, check the
following: ¨
Item 6. Ownership of More Than Five Percent on Behalf of Another Person.
N/A
Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the
Parent Holding Company or Control Person.
N/A
Item 8.
Identification and Classification of Members of the Group.
N/A
Item 9. Notice of Dissolution of Group.
N/A
Item 10. Certifications.
(a) Not
applicable
(b) Not applicable
(c) 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, other
than activities solely in connection with a nomination under §240.14a-11.
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: May 11, 2015
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| By: |
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Laurence S. Zipkin |
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Laurence S. Zipkin |