Amended Statement of Beneficial Ownership (sc 13d/a)
January 18 2019 - 4:34PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of
1934
(Amendment No. 6)*
Ability Inc.
(Name of Issuer)
Ordinary Shares, par value $0.001 per share
(Title of Class of Securities)
G8789K124
(CUSIP Number)
Anatoly Hurgin
c/o Ability Inc.
Yad Harutzim 14
Tel Aviv, Israel, 6770007
972-3-6879777
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
January 16, 2019
(Date of Event which Requires Filing of
this Statement)
If the filing person has previously filed
a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because
of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. ☐
Note:
Schedules filed in paper format
shall include a signed original and five copies of the schedule, including all exhibits. See §240.13d-7 for other parties
to whom copies are to be sent.
* 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.
G8789K124
1
|
NAMES OF REPORTING PERSONS.
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Anatoly Hurgin
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a) ☐
(b) ☐
|
3
|
SEC USE ONLY
|
4
|
SOURCE OF FUNDS (SEE INSTRUCTIONS)
OO
|
5
|
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO ITEMS 2(d) or 2(e) ☒
|
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Israel
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE VOTING POWER*
1,285,352 shares
|
8
|
SHARED VOTING POWER
0 shares
|
9
|
SOLE DISPOSITIVE POWER*
1,285,352 shares
|
10
|
SHARED DISPOSITIVE POWER
0 shares
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON*
1,285,352 shares
|
12
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
(SEE INSTRUCTIONS) ☐
|
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)*
17.33%
|
14
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
IN
|
|
|
|
|
* Based on 7,189,061 ordinary shares outstanding
as of January 17, 2019.
The following constitutes Amendment No.
6 (“Amendment No. 6”) to the Schedule 13D originally filed on December 31, 2015 (the “Original Schedule 13D”),
as further amended on August 22, 2018 (“Amendment No. 1”), December 3, 2018 (“Amendment No. 2”), December
14, 2018 (“Amendment No. 3”), December 31, 2018 (“Amendment No. 4”), January 14, 2019 (“Amendment
No. 5, and, together with Amendment No. 1, Amendment No. 2, Amendment No. 3, Amendment No. 4 and Amendment No. 5, the “Amendments”),
filed by the Reporting Person with the Securities and Exchange Commission (“SEC”) with respect to its ownership of
Ordinary Shares, par value $0.001 per share (the “Ordinary Shares”), in Ability Inc., a Cayman Islands corporation
(the “Company”). This Amendment No. 6 amends the Original Schedule 13D, as amended by the Amendments, as specifically
set forth herein. This Amendment No. 6 is being filed solely to report a change in the Reporting Person’s percentage of beneficial
ownership of the Ordinary Shares as a result of recent equity issuances by the Company.
Item 5.
Interests of Securities of the
Issuer
.
Item 5 of the Original Schedule 13D, as
amended by Amendment No. 5, is hereby amended to add the following:
(a) and (b) There were 7,189,061 Ordinary
Shares outstanding as of January 17, 2019. As of January 17, 2019, the Reporting Person beneficially owned 1,285,352 shares of
Ordinary Shares of the Company (including 226,426 ordinary shares issuable upon the exercise of warrants held by the Reporting
Person), which comprises 17.33% of the outstanding Ordinary Shares. 832,500 of such shares are held through a trust of which the
Reporting Person is beneficiary and over which the Reporting Person has voting and dispositive power. Such trust was established
in connection with a pre-ruling of the Israel Tax Authority to ensure payment of any tax due to the Israel Tax Authority in connection
with the Merger Agreement (as defined in the Original Schedule 13D).
(c) The Reporting Person has not effected
any transactions in the Company’s Ordinary Shares during the past 60 days, except with respect to the Conversion Agreement
described in Item 6 of this Schedule 13D.
(d) Not applicable.
(e) 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.
Date: January 18, 2019
|
By:
|
/s/ Anatoly Hurgin
|
|
Name:
|
Anatoly Hurgin
|
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