Amended Statement of Ownership (sc 13g/a)
May 11 2018 - 3:16PM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
D.C. 20549
SCHEDULE
13G
UNDER
THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT
NO. 2)
AMEDICA
CORPORATION
(Name
of Issuer)
COMMON
STOCK, $0.01 PAR VALUE
(Title
of Class of Securities)
023435407
(CUSIP
Number)
May
10, 2018
(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(c)
*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).
(Continued
on following page(s)
CUSIP No. 023435407
|
13G
|
Page 2 of 5 Pages
|
1.
|
NAMES OF REPORTING PERSON
|
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Alpha Capital Anstalt
|
2.
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP:
|
(a) ☐
(b) ☐
|
3.
|
SEC USE ONLY
|
|
4.
|
CITIZENSHIP
OR PLACE OF ORGANIZATION -
|
Liechtenstein
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING PERSON
|
5.
|
SOLE
VOTING POWER -
|
427,255 Common Stock upon conversion and/or exercise of Alpha Capital Anstalt’s securities (1) (2)
|
6.
|
SHARED
VOTING POWER -
|
None
|
7.
|
SOLE
DISPOSITIVE POWER -
|
427,255 shares of Common Stock (1) (2)
|
8.
|
SHARED
DISPOSITIVE POWER
-
|
None
|
9.
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON -
|
427,255 shares of Common Stock upon conversion and/or
exercise of Alpha Capital Anstalt’s securities (1) (2)
|
10.
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ☒
|
The
aggregate amount in row 9 represents the maximum amount of shares that Alpha Capital Anstalt can beneficially control under a
contractually stipulated 9.99% ownership restriction. The full conversion and/or exercise of Alpha Capital’s securities
would exceed this limitation.
|
11.
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW 9
|
9.99%
|
12.
|
TYPE OF REPORTING PERSON
|
CO
|
(1) Based on a number of outstanding shares equal to 4,276,844
shares as disclosed in the Form S-1/A filed on May 10, 2018
(2) 427,255 shares represent the maximum amount of shares that Alpha Capital Anstalt can beneficially
control upon conversion and/or exercise of Alpha Capital Anstalt’s securities pursuant to a contractually stipulated 9.99%
ownership restriction.
CUSIP No. 023435407
|
13G
|
Page 3 of 5 Pages
|
|
ITEM 1 (a)
|
NAME OF ISSUER: Amedica Corporation
|
|
ITEM 1 (b)
|
ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES:
|
1885 West 2100 South, Salt Lake City, Utah 84119
|
ITEM 2 (a)
|
NAME OF PERSON FILING: Alpha Capital Anstalt
|
|
ITEM 2 (b)
|
ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE:
|
Lettstrasse 32, 9490 Vaduz, Liechtenstein
|
ITEM 2 (c)
|
CITIZENSHIP: Liechtenstein
|
|
ITEM 2 (d)
|
TITLE OF CLASS OF SECURITIES: Common Stock, $0.01 par value
|
|
ITEM 2 (e)
|
CUSIP NUMBER: 023435407
|
|
ITEM 3
|
IF THIS STATEMENT IS FILED PURSUANT TO RULE 13D-1(B) OR
13D-2(B): Not applicable
|
|
(a)
|
AMOUNT BENEFICIALLY OWNED: 427,255 Shares of Common Stock
upon conversion and/or exercise of Alpha Capital Anstalt’s securities (1) (2)
|
|
(b)
|
PERCENT OF CLASS: 9.99%
|
|
(c)
|
NUMBER OF SHARES AS TO WHICH SUCH PERSON HAS:
|
|
(i)
|
SOLE POWER TO VOTE OR DIRECT THE VOTE
|
427,255 Shares of Common Stock upon conversion and/or exercise
of Alpha Capital Anstalt’s securities (1) (2)
|
(ii)
|
SHARED POWER TO VOTE OR DIRECT THE VOTE
|
0 Shares
|
(iii)
|
SOLE POWER TO DISPOSE OR TO DIRECT THE DISPOSITION OF
|
427,255 Shares of Common Stock upon conversion and/or exercise
of Alpha Capital Anstalt’s securities (1) (2)
|
(iv)
|
SHARED POWER TO DISPOSE OR TO DIRECT THE DISPOSITION OF
|
0 Shares
CUSIP No. 023435407
|
13G
|
Page 4 of 5 Pages
|
|
ITEM 5
|
OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS
|
Not applicable
|
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
|
Not applicable
|
ITEM 8
|
IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF A GROUP
|
Not applicable
|
ITEM 9
|
NOTICE OF DISSOLUTION OF GROUP
|
Not applicable
CUSIP No. 023435407
|
13G
|
Page 5 of 5 Pages
|
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.
|
May 11, 2018
|
|
(Date)
|
|
|
|
/s/ Konrad Ackerman
|
|
(Signature)
|
|
|
|
Konrad Ackerman, Director
|
|
(Name/Title)
|
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