Amended Statement of Beneficial Ownership (sc 13d/a)
February 23 2021 - 7:23AM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
Amendment
No. 8
to
SCHEDULE
13D
Under
the Securities Exchange Act of 1934
ONCOSEC
MEDICAL INCORPORATED
(Name
of Issuer)
Common
Stock ($0.0001 par value per share)
(Title
of Class of Securities)
68234L207
(CUSIP
Number)
Hee
Do Koo
CEO
Alpha
Holdings, Inc.
Gangnam-gu
Seolleung-ro 119-Gil 31
Seoul,
KOREA
+82-2-517-8841
With
a copy to:
Greg
Kramer
Haynes
and Boone, LLP
30
Rockefeller Plaza
New
York, NY 10021
(212)
659-7300
(Name,
Address and Telephone Number of Person Authorized to Receive Notices and Communications)
February
18, 2021
(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. [ ]
*
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 provision of the Act (however, see the Notes).
CUSIP
No. 68234L207
|
1.
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Names
of Reporting Persons:
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|
|
|
|
|
Alpha
Holdings, Inc.
|
|
|
|
|
2.
|
Check
the Appropriate Box if a Member of a Group
|
|
|
(a)
[ ]
|
|
|
(b)
[ ]
|
|
|
|
|
3.
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SEC
Use Only
|
|
|
|
|
|
|
|
4.
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Source
of Funds (See instructions) WC
|
|
|
|
|
|
|
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5.
|
Check
if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e)
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|
|
|
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6.
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Citizenship
or Place of Organization:
|
|
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Republic
of Korea
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Number
of
|
7.
Sole Voting Power: 1,718,251
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shares
|
|
Beneficially
|
8.
Shared Voting Power: 0
|
owned
|
|
By
each
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9.
Sole Dispositive Power: 1,718,251
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reporting
|
|
Person
with:
|
10.
Shared Dispositive Power: 0
|
|
|
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11.
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Aggregate
Amount Beneficially Owned by Each Reporting Person: 1,718,251
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|
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12.
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Check
if the Aggregate Amount in Row (11) Excludes Certain Shares [ ]
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13.
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Percent
of Class Represented by Amount in Row (11): 4.85% (1)
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14.
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Type
of Reporting Person (See Instructions):
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CO
|
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(1)
|
This
percentage is calculated based on 35,405,888 shares of common stock outstanding.
|
CUSIP
No. 68234L207
|
1.
|
Names
of Reporting Persons:
|
|
|
|
|
|
Alpha
Biolabs, Inc.
|
|
|
|
|
2.
|
Check
the Appropriate Box if a Member of a Group
|
|
|
(a)
[ ]
|
|
|
(b)
[ ]
|
|
|
|
|
3.
|
SEC
Use Only
|
|
|
|
|
|
|
|
4.
|
Source
of Funds (See instructions) WC
|
|
|
|
|
|
|
|
5.
|
Check
if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e)
|
|
|
|
|
|
|
|
6.
|
Citizenship
or Place of Organization:
|
|
|
Republic
of Korea
|
Number
of
|
7.
Sole Voting Power: 0
|
Shares
|
|
Beneficially
|
8.
Shared Voting Power: 1,718,251
|
Owned
|
|
By
each
|
9.
Sole Dispositive Power: 0
|
reporting
|
|
Person
with:
|
10.
Shared Dispositive Power: 1,718,251
|
|
|
|
11.
|
Aggregate
Amount Beneficially Owned by Each Reporting Person: 1,718,251
|
|
|
|
|
|
|
|
12.
|
Check
if the Aggregate Amount in Row (11) Excludes Certain Shares [ ]
|
|
|
|
|
|
|
|
13.
|
Percent
of Class Represented by Amount in Row (11): 4.85% (1)
|
|
|
|
|
|
|
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14.
|
Type
of Reporting Person (See Instructions):
|
|
|
CO
|
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(1)
|
This
percentage is calculated based on 35,405,888 shares of common stock outstanding.
|
The
following constitutes Amendment No. 8 to the Schedule 13D filed by the undersigned. This Amendment No. 8 amends the Schedule 13D
as specifically set forth herein:
Item
5. Interest in Securities of the Issuer.
Paragraphs
(a), (b) and (c) of Item 5 of the Schedule 13D are amended as follows
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(a)
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The
Reporting Persons are the beneficial owners of 1,718,251 shares of common stock, which represents 4.85% of all outstanding
shares of common stock of the Issuer, based on 35,405,888 shares of common stock outstanding.
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(b)
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See
rows 7-10 of each cover page.
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(c)
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The
Reporting Persons exercised warrants to purchase 368,250 shares of common stock at an exercise price of $3.45 per share on
February 18, 2021.
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[The
remainder of this page is intentionally left blank. The signature page follows.]
SIGNATURE
After
reasonable inquiry and to the best of their knowledge and belief, the undersigned certify that the information set forth in this
statement is true, complete and correct.
Dated:
February 22, 2021
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ALPHA
HOLDINGS, INC.
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By:
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/s/
Hee Do Koo
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Hee
Do Koo
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Chief
Executive Officer
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