Statement of Ownership (sc 13g)
April 24 2020 - 4:15PM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE
13G
Under
the Securities Exchange Act of 1934
(Amendment
No. )*
InVivo Therapeutics Holdings Corp.
(Name
of Issuer)
Common Stock, $0.00001 par value per share
(Title
of Class of Securities)
46186M506
(CUSIP
Number)
April
15, 2020
(Date
of Event Which Requires Filing of this Statement)
Check
the appropriate box to designate the rule pursuant to which this Schedule is filed:
a.
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☐
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Rule 13d-1(b)
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b.
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☒
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Rule 13d-1(c)
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c.
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☐
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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 (“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).
1.
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Names of Reporting Persons.
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Mitchell P. Kopin
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2.
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Check the Appropriate Box if a Member of a Group (See Instructions)
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(a)
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(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 of America
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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
305,715
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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
305,715
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9.
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Aggregate Amount Beneficially Owned by Each Reporting Person
305,715 (see Item 4)
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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)
5.9% (see Item 4)
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12.
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Type of Reporting Person (See Instructions)
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IN; HC
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1.
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Names of Reporting Persons.
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Daniel B. Asher
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2.
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Check the Appropriate Box if a Member of a Group (See Instructions)
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(a)
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(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 of America
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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
305,715
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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
305,715
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9.
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Aggregate Amount Beneficially Owned by Each Reporting Person
305,715 (see Item 4)
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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)
5.9% (see Item 4)
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12.
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Type of Reporting Person (See Instructions)
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IN; HC
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1.
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Names of Reporting Persons.
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Intracoastal Capital LLC
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2.
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Check the Appropriate Box if a Member of a Group (See Instructions)
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(a)
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(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
Delaware
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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
305,715
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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
305,715
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9.
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Aggregate Amount Beneficially Owned by Each Reporting Person
305,715 (see Item 4)
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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)
5.9% (see Item 4)
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12.
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Type of Reporting Person (See Instructions)
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OO
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Item
1.
InVivo Therapeutics Holdings Corp. (the “Issuer”)
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(b)
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Address
of Issuer’s Principal Executive Offices
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One Kendall Square,
Suite B14402
Cambridge, MA 02139
Item
2.
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(a)
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Name
of Person Filing
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(b)
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Address
of Principal Business Office or, if none, Residence
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This Schedule 13G is being filed on
behalf of (i) Mitchell P. Kopin, an individual who is a citizen of the United States of America (“Mr. Kopin”),
(ii) Daniel B. Asher, an individual who is a citizen of the United States of America (“Mr. Asher”) and (iii)
Intracoastal Capital LLC, a Delaware limited liability company (“Intracoastal” and together with Mr. Kopin and
Mr. Asher, collectively the “Reporting Persons”).
The Reporting Persons have entered
into a Joint Filing Agreement, a copy of which is filed with this Schedule 13G as Exhibit 1, pursuant to which the
Reporting Persons have agreed to file this Schedule 13G jointly in accordance with the provisions of Rule 13d-1(k) of the Securities
Exchange Act of 1934, as amended.
The principal business office of Mr.
Kopin and Intracoastal is 245 Palm Trail, Delray Beach, Florida 33483.
The principal business office of Mr. Asher is 111 W. Jackson Boulevard,
Suite 2000, Chicago, Illinois 60604.
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(d)
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Title
of Class of Securities
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Common Stock, $0.00001 par value per share, of the Issuer (the “Common Stock”).
46186M506
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Item 3.
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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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Not
applicable.
(a)
and (b):
(i)
Immediately following the execution of the Securities Purchase Agreement with the Issuer on April 15, 2020 (the
“SPA”) (as disclosed in the Form 8-K filed by the Issuer with the Securities and Exchange Commission on
April 16, 2020), each of the Reporting Persons may have been deemed to have beneficial ownership of 347,627 shares of Common
Stock, which consisted of (i) 305,715 shares of Common Stock to be issued to Intracoastal at the closing of the transaction
contemplated by the SPA and (ii) 41,912 shares of Common Stock issuable upon an exercise of a warrant to be issued to
Intracoastal at the closing of the transaction contemplated by the SPA (the “Intracoastal Warrant”), and
all such shares of Common Stock in the aggregate represent beneficial ownership of approximately 9.99% of the Common Stock,
based on (1) 3,132,130 shares of Common Stock outstanding as of April 14, 2020 as reported by the Issuer, plus (2) 305,715
shares of Common Stock to be issued to Intracoastal at the closing of the transaction contemplated by the SPA and (3) 41,912
shares of Common Stock issuable upon an exercise of the Intracoastal Warrant. The foregoing excludes 263,803 shares of Common
Stock issuable upon exercise of the Intracoastal Warrant because the Intracoastal Warrant contains a blocker provision under
which the holder thereof does not have the right to exercise the Intracoastal Warrant to the extent (but only to the extent)
that such exercise would result in beneficial ownership by the holder thereof, together with the holder’s affiliates,
and any other persons acting as a group together with the holder or any of the holder’s affiliates, of more than 9.99%
of the Common Stock. Without such blocker provision, each of the Reporting Persons may have been deemed to have beneficial
ownership of 611,430 shares of Common Stock.
(ii) As
of the close of business on April 24, 2020, each of the Reporting Persons may have been deemed to have beneficial ownership
of 305,715 shares of Common Stock issuable upon exercise of the Intracoastal Warrant, and
all such shares of Common Stock represented beneficial ownership of approximately 5.9% of the Common Stock, based on (1)
3,132,130 shares of Common Stock outstanding as of April 14, 2020 as reported by the Issuer, plus (2) 1,715,240 shares of
Common Stock in the aggregate issued at the closing of the transaction contemplated by the SPA, and (3) 305,715 shares of
Common Stock issuable upon exercise of the Intracoastal Warrant.
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(c)
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Number
of shares as to which each Reporting Person has:
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(i)
Sole power to vote or to direct the vote: 0 .
(ii)
Shared power to vote or to direct the vote: 305,715 .
(iii)
Sole power to dispose or to direct the disposition of 0 .
(iv)
Shared power to dispose or to direct the disposition of 305,715 .
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Item
5.
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Ownership
of Five Percent or Less of a Class
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Not applicable.
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Item
6.
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Ownership
of More than Five Percent on Behalf of Another Person.
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Not
applicable.
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Item
7.
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Identification
and Classification of the Subsidiary Which Acquired the Security Being Reported on By
the Parent Holding Company
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Not
applicable.
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Item
8.
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Identification
and Classification of Members of the Group
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Not
applicable.
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Item
9.
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Notice
of Dissolution of Group
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Not
applicable.
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.
Date:
April 24, 2020
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/s/
Mitchell P. Kopin
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Mitchell
P. Kopin
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/s/
Daniel B. Asher
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Daniel
B. Asher
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Intracoastal
Capital LLC
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By:
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/s/ Mitchell P. Kopin
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Mitchell P. Kopin, Manager
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Exhibit
1
JOINT
FILING AGREEMENT
The
undersigned acknowledge and agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned
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. The undersigned acknowledge that each shall be responsible for the
timely filing of such amendments, and for the completeness and accuracy of the information concerning him or it contained herein
and therein, but shall not be responsible for the completeness and accuracy of the information concerning the others, except to
the extent that he or it knows or has reason to believe that such information is inaccurate.
Date:
April 24, 2020
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/s/
Mitchell P. Kopin
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Mitchell
P. Kopin
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/s/
Daniel B. Asher
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Daniel
B. Asher
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Intracoastal
Capital LLC
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By:
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/s/
Mitchell P. Kopin
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Mitchell
P. Kopin, Manager
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Page 8 of 8
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