CTTC Calmare Therapeutics Inc (CE)

Item 1. Security and Issuer

This statement relates to the shares of common stock, par value $0.01 per share (the “ Common Stock ”), of Calmare Therapeutics Incorporated, a Delaware corporation (the “ Issuer ”).  The principal executive office of the Issuer is located at 1375 Kings Highway East, Suite 400, Fairfield, CT .

Item 2. Identity and Background

Item 3. Source and Amount of Funds or Other Consideration

The Reporting Persons used a total of approximately $2,737,863.51 in the aggregate to acquire the shares of Common Stock reported in this Schedule 13D.

As of June 30, 2017, Yarbro beneficially owns 133,242 shares of Common Stock and had invested approximately $174,850.15. The source of these funds was personal funds.

As of June 30, 2017, Richard Hornidge beneficially owns 498,223 shares of Common Stock and had invested approximately $462,546. The source of these funds was personal funds. A portion of the Common Stock was compensatory for Mr. Hornidge’s service to the Company.

As of June 30, 2017, Ron Hirschi beneficially owns 852,000 shares of Common Stock and had invested approximately $478,843.46. The source of these funds was personal funds.

As of June 30, 2017, Robert Davis beneficially owns 1,043,672 shares of Common Stock and had invested approximately $ $609,446.91. The source of these funds was personal funds.

As of June 30, 2017, Richard Kwak beneficially owns 433,071 shares of Common Stock and had invested approximately $350,000. The source of these funds was personal funds.

As of June 30, 2017, Ted Kustin beneficially owns 1,431,500 shares of Common Stock and had invested approximately $303,700. The source of these funds was personal funds.

As of June 30, 2017, Brian Strauss beneficially owns 1,263,809 shares of Common Stock and had invested approximately $228,803.64. The source of these funds was personal funds.

As of June 30, 2017, Dr. William Kay beneficially owns 565,000 shares of Common Stock and had invested approximately $132,000. The source of these funds was personal funds.

As of June 30, 2017, Ronald K. Tolboe beneficially owns 202,200 shares of Common Stock and had invested approximately $170,000. The source of these funds was personal funds.

Item 4. Purpose of Transaction

The shares of Common Stock reported in this Schedule 13D have been purchased and held for investment in the ordinary course of business.  The Reporting Persons initially invested in the Issuer because they believed the stock was undervalued and represented an attractive and potentially profitable investment opportunity. Although no Reporting Person has any specific plan or proposal to acquire or dispose of the Common Stock, consistent with its investment purpose, each Reporting Person at any time and from time to time may acquire additional Common Stock or dispose of any or all of its Common Stock depending upon an ongoing evaluation of the investment in the Common Stock, prevailing market conditions, other investment opportunities, liquidity requirements of the Reporting Persons, and/or other investment considerations.

The purpose of the Reporting Persons’ acquisition of Common Stock was (and is) investment. The acquisitions of the Common Stock were made in the ordinary course of business and were not made for the purpose of acquiring control of the Issuer. However, the Reporting Persons share an ongoing concern regarding various aspects of the Issuer’s operations, financial structure and strategy including, but not limited to, the long history of underperformance and mismanagement of the Issuer – a problem that has existed for many years with no signs of improvement. As a result, the Reporting Persons are currently seeking to engage the Issuer’s Board in discussions to address these concerns including, but not limited to, senior management, Board composition, financial condition and/or operations of the Issuer (including financing, spending, business strategy, compensation, debt, and dilution of stock), and how to maximize shareholder value. As part of this process, the Reporting Persons hope to resolve these issues with the Board of the Issuer, but in the event that turns out not to be possible, reserve the right to consider all available options to benefit the shareholders including, without limitation, commencement of a consent solicitation, proxy solicitation or tender offer.

On June 30, 2017, Yarbro (on behalf of the Reporting Persons) sent a letter to the Board expressing the Reporting Persons’ ongoing concern regarding the underperformance and mismanagement of the Company. In its letter, the Reporting Persons noted that, despite languishing stock price, senior management’s compensation has done nothing but go up and that senior management’s compensation is in no way tied to shareholder return. The letter also noted the Reporting Persons’ concern with the Board’s recent invalid and wrongful removal of Yarbro as a member of the Board (as inaccurately reported in the Form 8-K filed by the Company on March 18, 2017). The letter requested that the Board have a meeting with the Reporting Persons to address the above-referenced concerns.

The foregoing summary is qualified in its entirety by reference to the full text of the letter, a copy of which is attached as Exhibit 1 to this Schedule 13D and is incorporated by reference herein.

As a result of the actions undertaken by the Reporting Persons as stated above, the Reporting Persons may be deemed members of a "group" within the meaning of Section 13(d)(3) of the Securities Exchange Act of 1934, as amended (the " Exchange Act ").

Except as set forth herein or such as would occur upon completion of any of the actions discussed herein, the Reporting Persons have no present plan or proposal that would relate to or result in any of the matters set forth in Item 4 of Schedule 13D.  The Reporting Persons intend to review their investment in the Issuer on a continuing basis.  Depending on various factors including, without limitation, the Issuer's financial position and strategic direction, actions taken by the Board, price levels of the Common Stock, other investment opportunities available to the Reporting Persons, conditions in the securities market and general economic and industry conditions, the Reporting Persons may in the future take such actions with respect to their investment in the Issuer as they deem appropriate including, without limitation, purchasing additional shares of Common Stock and/or other equity, debt, notes, instruments or other securities of the Issuer (collectively, “ Securities ”), disposing of any or all of their Securities, engaging in any hedging or similar transactions with respect to the Securities, and/or otherwise changing their intention with respect to any and all matters referred to in this Item 4 of this Schedule 13D.

Item 5. Interest in Securities of the Issuer

By virtue of the Reporting Persons’ coordinated efforts to influence management (as defined and described in Item 4 above), the Reporting Persons may be deemed to have formed a "group" within the meaning of Section 13(d)(3) of the Exchange Act and may be deemed to beneficially own an aggregate of 6,422,517 shares of Common Stock, constituting approximately 22.31% of the shares of Common Stock outstanding.

Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer

The Reporting Persons are parties to an agreement with respect to the joint filing of this Schedule 13D and any amendments thereto.  A copy of such agreement is attached as Exhibit 2 and is incorporated by reference herein.

Other than the joint filing agreement filed as an exhibit hereto, the Reporting Persons have no contracts, arrangements, understandings or relationships with any persons with respect to securities of the Issuer.

Item 7. Material to Be Filed as Exhibits

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.

  SCHEDULE B

Transaction History of the Reporting Persons with respect to the Shares

This Schedule sets forth information with respect to each purchase and sale of Shares that were effectuated by a Reporting Person during the past sixty days.  Unless otherwise indicated, all transactions were effectuated in the open market through a broker.

Brian Strauss:

Dr. William Kay: