*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. 39013L809
|
13G/A
|
Page
2
of 10 Pages
|
|
1
|
NAMES OF REPORTING PERSONS
Empery Asset Master, Ltd.
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a)
¨
(b)
¨
|
|
3
|
SEC USE ONLY
|
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
|
5
|
SOLE VOTING POWER
|
|
6
|
SHARED VOTING POWER
104,919 shares of Common Stock issuable
upon exercise of Warrants (See Item 4)*
319,667 shares of Common Stock issuable
upon conversion of Notes (See Item 4)*
60,167 shares of Common Stock issuable
upon conversion of Preferred Stock (See Item 4)*
|
|
7
|
SOLE DISPOSITIVE POWER
|
|
8
|
SHARED DISPOSITIVE POWER
104,919 shares of Common Stock issuable
upon exercise of Warrants (See Item 4)*
319,667 shares of Common Stock issuable
upon conversion of Notes (See Item 4)*
60,167 shares of Common Stock issuable
upon conversion of Preferred Stock (See Item 4)*
|
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
104,919 shares of Common Stock issuable
upon exercise of Warrants (See Item 4)*
319,667 shares of Common Stock issuable
upon conversion of Notes (See Item 4)*
60,167 shares of Common Stock issuable
upon conversion of Preferred Stock (See Item 4)*
|
|
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
|
¨
|
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
9.99% (See Item 4)*
|
|
12
|
TYPE OF REPORTING PERSON
OO
|
|
|
|
|
|
|
* As more fully described in Item 4, these reported securities are
subject to a 9.99% blocker and the percentage set forth in row (11) gives effect to such blocker. However, as more fully described
in Item 4, the securities reported in rows (6), (8) and (9) show the number of shares of Common Stock that would be issuable upon
full conversion or exercise of such reported securities and do not give effect to such blocker. Therefore, the actual number of
shares of Common Stock beneficially owned by such Reporting Person, after giving effect to such blocker, is less than the number
of securities reported in rows (6), (8) and (9).
|
CUSIP No. 39013L809
|
13G/A
|
Page
3
of 10 Pages
|
|
1
|
NAMES OF REPORTING PERSONS
Empery Tax Efficient, LP
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a)
¨
(b)
¨
|
|
3
|
SEC USE ONLY
|
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
|
5
|
SOLE VOTING POWER
|
|
6
|
SHARED VOTING POWER
62,140 shares of Common Stock issuable
upon exercise of Warrants (See Item 4)*
148,500 shares of Common Stock issuable
upon conversion of Notes (See Item 4)*
41,667 shares of Common Stock issuable
upon conversion of Preferred Stock (See Item 4)*
|
|
7
|
SOLE DISPOSITIVE POWER
|
|
8
|
SHARED DISPOSITIVE POWER
62,140 shares of Common Stock issuable
upon exercise of Warrants (See Item 4)*
148,500 shares of Common Stock issuable
upon conversion of Notes (See Item 4)*
41,667 shares of Common Stock issuable
upon conversion of Preferred Stock (See Item 4)*
|
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
62,140 shares of Common Stock issuable
upon exercise of Warrants (See Item 4)*
148,500 shares of Common Stock issuable
upon conversion of Notes (See Item 4)*
41,667 shares of Common Stock issuable
upon conversion of Preferred Stock (See Item 4)*
|
|
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
|
¨
|
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
9.99% (See Item 4)*
|
|
12
|
TYPE OF REPORTING PERSON
PN
|
|
|
|
|
|
|
* As more fully described in Item 4, these reported securities are
subject to a 9.99% blocker and the percentage set forth in row (11) gives effect to such blocker. However, as more fully described
in Item 4, the securities reported in rows (6), (8) and (9) show the number of shares of Common Stock that would be issuable upon
full conversion or exercise of such reported securities and do not give effect to such blocker. Therefore, the actual number of
shares of Common Stock beneficially owned by such Reporting Person, after giving effect to such blocker, is less than the number
of securities reported in rows (6), (8) and (9).
|
CUSIP No. 39013L809
|
13G/A
|
Page
4
of 10 Pages
|
|
1
|
NAMES OF REPORTING PERSONS
Empery Tax Efficient II, LP
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a)
¨
(b)
¨
|
|
3
|
SEC USE ONLY
|
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
|
5
|
SOLE VOTING POWER
|
|
6
|
SHARED VOTING POWER
187,323 shares of Common Stock issuable
upon exercise of Warrants (See Item 4)*
267,167 shares of Common Stock issuable
upon conversion of Notes (See Item 4)*
98,500 shares of Common Stock issuable upon conversion
of Preferred Stock (See Item 4)*
|
|
7
|
SOLE DISPOSITIVE POWER
|
|
8
|
SHARED DISPOSITIVE POWER
187,323 shares of Common Stock issuable
upon exercise of Warrants (See Item 4)*
267,167 shares of Common Stock issuable
upon conversion of Notes (See Item 4)*
98,500 shares of Common Stock issuable upon conversion
of Preferred Stock (See Item 4)*
|
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
187,323 shares of Common Stock issuable
upon exercise of Warrants (See Item 4)*
267,167 shares of Common Stock issuable
upon conversion of Notes (See Item 4)*
98,500 shares of Common Stock issuable upon conversion
of Preferred Stock (See Item 4)*
|
|
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
|
¨
|
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
9.99% (See Item 4)*
|
|
12
|
TYPE OF REPORTING PERSON
PN
|
|
|
|
|
|
|
* As more fully described in Item 4, these reported securities are
subject to a 9.99% blocker and the percentage set forth in row (11) gives effect to such blocker. However, as more fully described
in Item 4, the securities reported in rows (6), (8) and (9) show the number of shares of Common Stock that would be issuable upon
full conversion or exercise of such reported securities and do not give effect to such blocker. Therefore, the actual number of
shares of Common Stock beneficially owned by such Reporting Person, after giving effect to such blocker, is less than the number
of securities reported in rows (6), (8) and (9).
|
CUSIP No. 39013L809
|
13G/A
|
Page
5
of 10 Pages
|
|
1
|
NAMES OF REPORTING PERSONS
Empery Asset Management, LP
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a)
¨
(b)
¨
|
|
3
|
SEC USE ONLY
|
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
|
5
|
SOLE VOTING POWER
|
|
6
|
SHARED VOTING POWER
354,382 shares of Common Stock issuable
upon exercise of Warrants (See Item 4)*
735,334 shares of Common Stock issuable
upon conversion of Notes (See Item 4)*
200,334 shares of Common Stock issuable upon conversion
of Preferred Stock (See Item 4)*
|
|
7
|
SOLE DISPOSITIVE POWER
|
|
8
|
SHARED DISPOSITIVE POWER
354,382 shares of Common Stock issuable
upon exercise of Warrants (See Item 4)*
735,334 shares of Common Stock issuable
upon conversion of Notes (See Item 4)*
200,334 shares of Common Stock issuable upon conversion
of Preferred Stock (See Item 4)*
|
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
354,382 shares of Common Stock issuable
upon exercise of Warrants (See Item 4)*
735,334 shares of Common Stock issuable
upon conversion of Notes (See Item 4)*
200,334 shares of Common Stock issuable upon conversion
of Preferred Stock (See Item 4)*
|
|
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
|
¨
|
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
9.99% (See Item 4)*
|
|
12
|
TYPE OF REPORTING PERSON
PN
|
|
|
|
|
|
|
* As more fully described in Item 4, these reported securities are
subject to a 9.99% blocker and the percentage set forth in row (11) gives effect to such blocker. However, as more fully described
in Item 4, the securities reported in rows (6), (8) and (9) show the number of shares of Common Stock that would be issuable upon
full conversion or exercise of such reported securities and do not give effect to such blocker. Therefore, the actual number of
shares of Common Stock beneficially owned by such Reporting Person, after giving effect to such blocker, is less than the number
of securities reported in rows (6), (8) and (9).
|
CUSIP No. 39013L809
|
13G/A
|
Page
6
of 10 Pages
|
|
1
|
NAMES OF REPORTING PERSONS
Ryan M. Lane
|
|
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
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
|
5
|
SOLE VOTING POWER
|
|
6
|
SHARED VOTING POWER
354,382 shares of Common Stock issuable
upon exercise of Warrants (See Item 4)*
735,334 shares of Common Stock issuable
upon conversion of Notes (See Item 4)*
200,334 shares of Common Stock issuable upon conversion
of Preferred Stock (See Item 4)*
|
|
7
|
SOLE DISPOSITIVE POWER
|
|
8
|
SHARED DISPOSITIVE POWER
354,382 shares of Common Stock issuable
upon exercise of Warrants (See Item 4)*
735,334 shares of Common Stock issuable
upon conversion of Notes (See Item 4)*
200,334 shares of Common Stock issuable upon conversion
of Preferred Stock (See Item 4)*
|
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
354,382 shares of Common Stock issuable
upon exercise of Warrants (See Item 4)*
735,334 shares of Common Stock issuable
upon conversion of Notes (See Item 4)*
200,334 shares of Common Stock issuable upon conversion
of Preferred Stock (See Item 4)*
|
|
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
|
¨
|
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
9.99% (See Item 4)*
|
|
12
|
TYPE OF REPORTING PERSON
IN
|
|
|
|
|
|
|
* As more fully described in Item 4, these reported securities are
subject to a 9.99% blocker and the percentage set forth in row (11) gives effect to such blocker. However, as more fully described
in Item 4, the securities reported in rows (6), (8) and (9) show the number of shares of Common Stock that would be issuable upon
full conversion or exercise of such reported securities and do not give effect to such blocker. Therefore, the actual number of
shares of Common Stock beneficially owned by such Reporting Person, after giving effect to such blocker, is less than the number
of securities reported in rows (6), (8) and (9).
|
CUSIP No. 39013L809
|
13G/A
|
Page
7
of 10 Pages
|
|
1
|
NAMES OF REPORTING PERSONS
Martin D. Hoe
|
|
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
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
|
5
|
SOLE VOTING POWER
|
|
6
|
SHARED VOTING POWER
354,382 shares of Common Stock issuable
upon exercise of Warrants (See Item 4)*
735,334 shares of Common Stock issuable
upon conversion of Notes (See Item 4)*
200,334 shares of Common Stock issuable upon conversion
of Preferred Stock (See Item 4)*
|
|
7
|
SOLE DISPOSITIVE POWER
|
|
8
|
SHARED DISPOSITIVE POWER
354,382 shares of Common Stock issuable
upon exercise of Warrants (See Item 4)*
735,334 shares of Common Stock issuable
upon conversion of Notes (See Item 4)*
200,334 shares of Common Stock issuable upon conversion
of Preferred Stock (See Item 4)*
|
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
354,382 shares of Common Stock issuable
upon exercise of Warrants (See Item 4)*
735,334 shares of Common Stock issuable
upon conversion of Notes (See Item 4)*
200,334 shares of Common Stock issuable upon conversion
of Preferred Stock (See Item 4)*
|
|
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
|
¨
|
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
9.99% (See Item 4)*
|
|
12
|
TYPE OF REPORTING PERSON
IN
|
|
|
|
|
|
|
* As more fully described in Item 4, these reported securities are
subject to a 9.99% blocker and the percentage set forth in row (11) gives effect to such blocker. However, as more fully described
in Item 4, the securities reported in rows (6), (8) and (9) show the number of shares of Common Stock that would be issuable upon
full conversion or exercise of such reported securities and do not give effect to such blocker. Therefore, the actual number of
shares of Common Stock beneficially owned by such Reporting Person, after giving effect to such blocker, is less than the number
of securities reported in rows (6), (8) and (9).
|
CUSIP No. 39013L809
|
13G/A
|
Page
8
of 10 Pages
|
This Amendment No. 1 (this "
Amendment
") amends
the statement on Schedule 13G filed on February 29, 2016 (the "
Original Schedule 13G
" and the Original Schedule
13G as amended, the "
Schedule 13G
"), with respect to shares of Common Stock, $0.001 par value (the "
Common
Stock
"), of Great Basin Scientific, Inc. (the "
Company
"). Capitalized terms used herein and not otherwise
defined in this Amendment have the meanings set forth in the Schedule 13G. This Amendment amends and restates Items 2(a), 2(e)
and 4 in their entirety as set forth below.
|
Item 2(a)
|
NAME OF PERSON FILING:
|
|
|
This statement is filed by the entities and persons listed
below, who are collectively referred to herein as "
Reporting Persons
," with respect to the shares of Common Stock of the Company:
Empery Funds
(i) Empery Asset Master Ltd., to which the Investment
Manager (as defined below) serves as investment manager, with respect to the shares of Common Stock held by, and underlying
the Reported Notes and Reported Warrants (each as defined in Item 4 below) held by, it (the "
EAM Fund
").
(ii)
Empery Tax Efficient, LP, to which the Investment Manager (as defined below) serves
as investment manager, with respect to the shares of Common Stock held by, and underlying the Reported Notes and Reported
Warrants (each as defined in Item 4 below) held by, it (the "
ETE Fund
").
(iii)
Empery Tax Efficient II, LP, to which the Investment Manager (as defined below) serves
as investment manager, with respect to the shares of Common Stock held by, and underlying the Reported Notes and Reported
Warrants (each as defined in Item 4 below) held by, it (the "
ETE II Fund
").
Investment Manager
(iv) Empery Asset
Management, LP (the "
Investment Manager
"), with respect to the shares of Common Stock held by, and underlying
the Reported Notes and Reported Warrants (as defined below) held by, EAM, ETE and ETE II, the funds to which the Investment Manager
serves as investment manager (the "
Empery Funds
").
Reporting Individuals
(v) Mr. Ryan M.
Lane ("
Mr. Lane
"), with respect to the shares of Common Stock held by, and underlying the Reported Notes and Reported
Warrants held by, the Empery Funds.
(vi) Mr. Martin
D. Hoe ("
Mr. Hoe
"), with respect to the shares of Common Stock held by, and underlying the Reported Notes and
Reported Warrants held by, the Empery Funds.
The Investment Manager serves as the investment manager to
each of the Empery Funds. Each of the Mr. Lane and Mr. Hoe (the "
Reporting Individuals
") is a Managing Member
of Empery AM GP, LLC (the "
General Partner
"), the general partner of the Investment Manager.
|
|
CUSIP No. 39013L809
|
13G/A
|
Page
9
of 10 Pages
|
|
Item 2(e)
|
CUSIP NUMBER:
|
|
|
|
|
|
39013L809
|
|
|
|
The information as of the date of the event which requires
filing of this statement required by Items 4(a) – (c) is set forth in Rows 5 – 11 of the cover page for each Reporting
Person hereto and is incorporated herein by reference for each such Reporting Person. The percentage set forth in Row 11 of the
cover page for each Reporting Person is based on 746,277 shares of Common Stock issued and outstanding as of December 30, 2016,
as represented in the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on December
30, 2016 and assumes the conversion of the Company’s reported convertible notes (the "
Reported Notes
") and
the Company's reported preferred stock (the "
Reported Preferred Stock
") and exercise of the Company's reported
warrants (the "
Reported Warrants
"), each subject to the Blockers (as defined below).
Pursuant to the terms of the Reported Notes, the Certificate
of Designations with respect the Reported Preferred Stock and the Reported Warrants, the Reporting Persons cannot convert the Reported
Notes or the Reported Preferred Stock, or exercise the Reported Warrants, to the extent the Reporting Persons would beneficially
own, after any such conversion or exercise, more than 9.99% of the outstanding shares of Common Stock (the "
Blockers
"),
and the percentage set forth in Row 11 of the cover page for each Reporting Person gives effect to the Blockers. Consequently,
as of the date of the event which requires the filing of this statement, the Reporting Persons were not able to convert all of
the Reported Notes or the Reported Preferred Stock or exercise all of Reported Warrants due to the Blockers.
The Investment Manager, which serves as the investment manager
to the Empery Funds, may be deemed to be the beneficial owner of all shares of Common Stock held by, and underlying the Reported
Notes, the Reported Preferred Stock and Reported Warrants (each subject to the Blockers) held by, the Empery Funds. Each of the
Reporting Individuals, as Managing Members of the General Partner of the Investment Manager with the power to exercise investment
discretion, may be deemed to be the beneficial owner of all shares of Common Stock held by, and underlying the Reported Notes,
the Reported Preferred Stock and Reported Warrants (each subject to the Blockers) held by, the Empery Funds. The foregoing should
not be construed in and of itself as an admission by any Reporting Person as to beneficial ownership of shares of Common Stock
owned by another Reporting Person. Each of the Empery Funds and the Reporting Individuals hereby disclaims any beneficial ownership
of any such shares of Common Stock.
|
|
CUSIP No. 39013L809
|
13G/A
|
Page
10
of 10 Pages
|
SIGNATURES
After reasonable inquiry and to the best
of our knowledge and belief, the undersigned certify that the information set forth in this statement is true, complete and correct.
DATED: January 24, 2017
|
|
|
|
|
EMPERY ASSET MASTER, LTD.
|
|
|
By: EMPERY ASSET MANAGEMENT, LP
|
|
|
By: EMPERY AM GP, LLC, its General Partner
|
|
|
|
|
|
By:
/s/ Ryan M. Lane
|
|
|
Name: Ryan M. Lane
|
|
|
Title: Managing Member
|
|
|
|
|
|
|
|
|
EMPERY TAX EFFICIENT, LP
|
|
|
By: EMPERY ASSET MANAGEMENT, LP
|
|
|
By: EMPERY AM GP, LLC, its General Partner
|
|
|
|
|
|
By:
/s/ Ryan M. Lane
|
|
|
Name: Ryan M. Lane
|
|
|
Title: Managing Member
|
|
|
|
|
|
|
|
|
EMPERY TAX EFFICIENT II, LP
|
|
|
By: EMPERY ASSET MANAGEMENT, LP
|
|
|
By: EMPERY AM GP, LLC, its General Partner
|
|
|
|
|
|
By:
/s/ Ryan M. Lane
|
|
|
Name: Ryan M. Lane
|
|
|
Title: Managing Member
|
|
|
|
|
|
|
|
|
EMPERY ASSET MANAGEMENT, LP
|
|
|
By: EMPERY AM GP, LLC, its General Partner
|
|
|
|
|
|
By:
/s/ Ryan M. Lane
|
|
|
Name: Ryan M. Lane
|
|
|
Title: Managing Member
|
|
|
|
|
|
/s/ Ryan M. Lane
|
|
|
Ryan M. Lane
|
|
|
|
|
|
/s/ Martin D. Hoe
|
|
|
Martin D. Hoe
|