Statement of Ownership (sc 13g)
March 25 2020 - 3:45PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
D.C. 20549
SCHEDULE
13G
UNDER
THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT
NO. ___)
SHIFTPIXY,
INC.
(Name
of Issuer)
COMMON
STOCK, PAR VALUE $0.0001
(Title
of Class of Securities)
82452L203
(CUSIP
Number)
March
23, 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: ☒ 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)
Page
1 of 4 Pages
CUSIP
No. 82452L203
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13G
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Page
2 of 4 Pages
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1.
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NAMES
OF REPORTING PERSON
S.S.
OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Alpha
Capital Anstalt
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2.
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP:
(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
Liechtenstein
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
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5.
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SOLE
VOTING POWER
132,043
Shares (1)
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6.
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SHARED
VOTING POWER
None
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7.
|
SOLE
DISPOSITIVE POWER
132,043
Shares (1)
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8.
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SHARED
DISPOSITIVE POWER
None
|
9.
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AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
132,043
Shares (1)
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10.
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
☒
The aggregate
amount in Row 9 represents the maximum amount that Alpha Capital Anstalt can beneficially control under a contractually stipulated
9.99% ownership restriction. The full conversion and/or exercise of Alpha Capital Anstalt’s securities would exceed this
restriction.
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11.
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PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW 9
9.99%
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12.
|
TYPE
OF REPORTING PERSON
CO
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(1)
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Based
on 1,321,753 shares outstanding as reported by the Company’s chief financial officer on March 25, 2020.
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CUSIP
No. 82452L203
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|
13G
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Page
3 of 4 Pages
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ITEM
1 (a) NAME OF ISSUER:
ShiftPixy,
Inc., a Wyoming corporation
ITEM
1 (b) ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES:
1
Venture, Suite 150, Irvine, CA 92618
ITEM
2 (a) NAME OF PERSON FILING:
Alpha
Capital Anstalt
ITEM
2 (b) ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE:
Lettstrasse
32, FL-9490 Vaduz, Furstentums, Liechtenstein
ITEM
2 (c) CITIZENSHIP:
Liechtenstein
ITEM
2 (d) TITLE OF CLASS OF SECURITIES:
Common
Stock, par value $0.0001
ITEM
2 (e) CUSIP NUMBER:
82452L203
ITEM
3 IF THIS STATEMENT IS FILED PURSUANT TO RULE 13D-1(B) OR 13D-2(B):
Not
applicable
ITEM
4 OWNERSHIP
(a)
AMOUNT BENEFICIALLY OWNED: 132,043 Shares (1)
(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
132,043
Shares (1)
(ii)
SHARED POWER TO VOTE OR DIRECT THE VOTE
0
Shares
(iii)
SOLE POWER TO DISPOSE OR TO DIRECT THE DISPOSITION OF
132,043
Shares (1)
(iv)
SHARED POWER TO DISPOSE OR TO DIRECT THE DISPOSITION OF
0
Shares
CUSIP
No. 82452L203
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13G
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Page
4 of 4 Pages
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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
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.
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March
25, 2020
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(Date)
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/s/
Konrad Ackermann
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(Signature)
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Konrad
Ackermann, Director
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(Name/Title)
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