Amended Statement of Ownership (sc 13g/a)
January 22 2019 - 12:08PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act
of 1934
(Amendment No. 6)*
Innovation Pharmaceuticals
Inc.
(Name of Issuer)
Common Stock Class A,
$0.0001 par value
(Title of Class of Securities)
15115V101
(CUSIP Number)
December 31, 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(b)
☑
Rule 13d-1(c)
☐
Rule 13d-1(d)
*
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 disclosures provided in a prior cover page.
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. 15115V101
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13G
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Page 2 of 7 Pages
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1.
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NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Wayne O. Aruda
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2.
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(see instructions)
(a) ☐
(b) ☐
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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
United States
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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5.
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SOLE VOTING POWER
0
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6.
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SHARED VOTING POWER
6,266,824 shares of Common Stock Class A.
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7.
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SOLE DISPOSITIVE POWER
0
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8.
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SHARED DISPOSITIVE POWER
6,266,824 shares of Common Stock Class A.
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9.
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
6,266,824 shares of Common Stock Class A.
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10.
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CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
(see instructions) ☐
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11.
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
3.659%
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12.
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TYPE OF REPORTING PERSON (see instructions)
IN
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CUSIP No. 15115V101
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13G
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Page 3 of 7 Pages
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1.
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NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Mary M. Aruda
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2.
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(see instructions)
(a) ☐
(b) ☐
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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
United States
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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5.
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SOLE VOTING POWER
0
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6.
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SHARED VOTING POWER
6,266,824 shares of Common Stock Class A.
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7.
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SOLE DISPOSITIVE POWER
0
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8.
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SHARED DISPOSITIVE POWER
6,266,824 shares of Common Stock Class A.
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9.
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
6,266,824 shares of Common Stock Class A.
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10.
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CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
(see instructions) ☐
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11.
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
3.659%
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12.
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TYPE OF REPORTING PERSON (see instructions)
IN
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CUSIP No. 15115V101
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13G
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Page 4 of 7 Pages
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Item 1.
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(a)
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Name of Issuer
Innovation Pharmaceuticals Inc.
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(b)
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Address of Issuer’s Principal Executive Offices
100 Cumming Center, Suite 151-B
Beverly, MA 01915
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Item 2.
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(a)
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Name of Person Filing
Wayne O. Aruda
Mary M. Aruda
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(b)
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Address of the Principal Office or, if none, residence
For Wayne O. Aruda:
593 NW Crane Terrace
Boca Raton, FL 33432
For Mary M. Aruda:
593 NW Crane Terrace
Boca Raton, FL 33432
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(c)
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Citizenship
Wayne O. Aruda is United States citizen.
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Mary M. Aruda is a United States citizen.
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(d)
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Title of Class of Securities
Common Stock Class A, $0.0001 par value
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(e)
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CUSIP Number
15115V101
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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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(a)
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Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).
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(b)
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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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(d)
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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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CUSIP No. 15115V101
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13G
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Page 5 of 7 Pages
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(e)
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An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);
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(f)
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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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(g)
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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 associations 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 of 1940 (15 U.S.C. 80a-3);
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(j)
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Group, in accordance with §240.13d-1(b)(1)(ii)(J).
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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.
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(a)
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Amount beneficially owned:
Wayne O. Aruda and Mary M. Aruda jointly hold
6,266,824 shares of Common Stock Class A
.
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(b)
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Percent of class: 3.659%. The percentages used herein and in the rest of the Schedule 13G are calculated based upon 171,282,118 shares of Common Stock Class A outstanding as of November 12, 2018, based upon the Current Report on Form 8-K filed on November 12, 2018 with the Securities and Exchange Commission, which amended the total number of outstanding shares reported on the Quarterly Report on 10-Q filed on November 8, 2018 with the Securities and Exchange Commission.
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(c)
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Number of shares as to which the person has:
Wayne O. Aruda
(i) Sole power to
vote or to direct the vote: 0
(ii) Shared power to vote
or to direct the vote: 6,266,824 shares of Common Stock Class A
(iii) Sole power to dispose or
to direct the disposition of: 0
(iv) Shared power to dispose
or to direct the disposition of: 6,266,824 shares of Common Stock Class A
Mary M. Aruda
(i) Sole power to
vote or to direct the vote: 0
(ii) Shared power to vote
or to direct the vote: 6,266,824 shares of Common Stock Class A
(iii) Sole power to dispose or
to direct the disposition of: 0
(iv) Shared power to dispose
or to direct the disposition of: 6,266,824 shares of Common Stock Class A
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** This Amendment is being filed because of a change in the beneficial ownership
of Common Stock Class A held by Wayne O. Aruda and Mary M. Aruda as of December 31, 2018.
CUSIP No. 15115V101
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13G
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Page 6 of 7 Pages
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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 be the beneficial owner of more than
five percent of the class of securities, check the following
☑
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Instruction
. Dissolution of a group requires
a response to this item.
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 the Group.
Not Applicable.
Item 9. Notice of Dissolution of Group.
Not Applicable.
Item 10. Certification.
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By signing below each reporting person certifies that, to the best of the reporting person’s 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.
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CUSIP No. 15115V101
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13G
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Page 7 of 7 Pages
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After reasonable inquiry and
to the best of each person’s knowledge and belief, each of the undersigned certifies that the information set forth in this
statement is true, complete and correct.
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January 17, 2019
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Date
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WAYNE O. ARUDA
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/s/ Wayne O. Aruda
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Signature
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Wayne O. Aruda
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Name/Title
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MARY M. ARUDA
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/s/ Mary M. Aruda
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Signature
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Mary M. Aruda
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Name/Title
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EXHIBIT A
JOINT FILING AGREEMENT
The undersigned hereby agree
that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned in accordance with the provisions of
Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, and that all subsequent amendments to this statement on Schedule
13G may be filed on behalf of each of the undersigned without the necessity of filing additional joint filing agreements.
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January 17, 2019
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Date
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WAYNE O. ARUDA
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/s/ Wayne O. Aruda
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Signature
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Wayne O. Aruda
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Name/Title
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MARY M. ARUDA
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/s/ Mary M. Aruda
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Signature
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Mary M. Aruda
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Name/Title
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