CUSIP NO. 532403201
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2 of 6
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1.
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NAMES
OF REPORTING PERSONS.
Bryan Ezralow
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2.
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CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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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
USA
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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
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1,772,499
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6.
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SHARED
VOTING POWER
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2,654,023
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7.
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SOLE
DISPOSITIVE POWER
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1,772,499
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8.
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SHARED
DISPOSITIVE POWER
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2,654,023
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9.
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AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON.
4,426,522
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10.
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CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
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☐
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11.
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PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
6.15%
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12.
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TYPE
OF REPORTING PERSON
IN
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CUSIP NO. 532403201
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Page
3 of 6
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Item 1(a).
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Name of Issuer.
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Lilis Energy, Inc. (the “Issuer”).
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Item
1(b).
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Address of Issuer’s Principal Executive
Offices.
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300 East Sonterra, Blvd. Suite 1220
San Antonio, TX 78258
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Item
2(a).
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Name of Person Filing.
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The name of the person filing is:
Bryan Ezralow
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Item
2(b).
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Address
of Principal Business Office, or, if None, Residence.
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23622 Calabasas Road, Suite 200
Calabasas, CA 91302
United States.
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Item
2(d).
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Title
of Class of Securities.
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The title of the class of securities to
which this statement relates is the common stock of the Issuer, $0.0001 par value per share (the “Common Stock”).
532403201
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Item 3.
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If This Statement is Filed Pursuant to Rule 13d-1(b) or 13d-2(b), Check Whether the Person Filing is a:
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Not Applicable.
The percentages used herein and in the rest
of this Schedule 13G are calculated based upon a total of 71,969,815 shares of Common Stock issued and outstanding as of October
31, 2018, as reported in the Issuer’s Form 10-Q for the quarterly period ended September 30, 2018, filed with the Securities
and Exchange Commission on November 2, 2018.
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(a)
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Amount beneficially owned: 4,426,522.
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Bryan Ezralow may be deemed to beneficially
own 4,426,522 shares of the Issuer’s Common Stock, as more fully set forth herein.
CUSIP NO. 532403201
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Page
4 of 6
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Collectively,
the shares of Common Stock reported herein in which Bryan Ezralow has shared voting and dispositive power over such shares is
an aggregate of 2,654,023 shares. Such shares are held directly by (a) the Ezralow Family Trust u/t/d 12/9/1980 (the “
Family
Trust
”) in the amount of 116,833 shares, where Bryan Ezralow as a co-trustee of the Family Trust shares voting and dispositive
power over such shares, and thus, may be deemed to beneficially own such shares; (b) the Ezralow Marital Trust u/t/d 1/12/2002
(the “
Marital Trust”
) in the amount of 124,298 shares, where Bryan Ezralow as a co-trustee of the Marital Trust
shares voting and dispositive power over such shares, and thus, may be deemed to beneficially own such shares; (c) Elevado Investment
Company, LLC, a Delaware limited liability company (“
Elevado Investment
”), in the amount of 496,318 shares,
where Bryan Ezralow as a co-trustee and manager, respectively, of the two trusts and limited liability company that comprise the
managing members of Elevado Investment, shares voting and dispositive power over such shares, and thus, may be deemed to beneficially
own such shares; (d) EMSE LLC (“
EMSE
”), a Delaware limited liability company, in the amount of 725,545 shares,
where Bryan Ezralow, as a manager of EMSE, shares voting and dispositive power over such shares, and thus, may be deemed to beneficially
own such shares; (e) EZ Colony Partners, LLC, a Delaware limited liability company (“
EZ Colony
”), in the amount
of 1,076,026 shares, where Bryan Ezralow as the sole trustee of one of the trusts that is a manager of EZ Colony, shares voting
and dispositive power over such shares, and thus, may be deemed to beneficially own such shares; and (f) EZ MM&B Holdings,
LLC, a Delaware limited liability company (“
EZ MM&B
”), in the amount of 115,003 shares, where Bryan Ezralow
as the sole trustee of one of the trusts that is a manager of EZ MM&B, and as a co-trustee and manager, respectively, of the
two trusts and limited liability company that comprise the managing members of one of the other managers of EZ MM&B, shares
voting and dispositive power over such shares, and thus, may be deemed to beneficially own such shares.
Collectively, the shares of Common Stock
reported herein in which Bryan Ezralow has sole voting and dispositive power over such shares are 1,772,499 shares. Such shares
are held directly by (a) the Bryan Ezralow 1994 Trust u/t/d/ 12/22/1994, Bryan Ezralow, Trustee (the “
Bryan Trust
”)
in the amount of 1,612,292 shares, where Bryan Ezralow as sole trustee of the Bryan Trust has sole voting and dispositive power
over such shares, and thus, may be deemed to beneficially own such shares; and (b) the Marc Ezralow Irrevocable Trust u/t/d 6/1/2004
(the “
Irrevocable Trust
”) in the amount of 160,207 shares, where Bryan Ezralow as sole trustee of the Irrevocable
Trust has sole voting and dispositive power over such shares, and thus, may be deemed to beneficially own such shares.
The sum of the shares of Common Stock over
which Bryan Ezralow shares voting and dispositive power (2,654,023 shares) and the shares of Common Stock over which Bryan Ezralow
has sole voting and dispositive power (1,772,499 shares) is 4,426,522. Based on the total of 71,969,815 shares of Common Stock
of the Issuer issued and outstanding as of October 31, 2018, as reported in the Issuer’s Form 10-Q for the quarterly period
ended September 30, 2018, filed with the Securities and Exchange Commission on November 2, 2018, Bryan Ezralow may be deemed to
beneficially own an aggregate of 6.15% of the Issuer’s Common Stock. Neither the fact of this filing nor anything contained
herein shall be deemed to be an admission by the Reporting Person that he has formed a group with any of the other entities or
individuals referenced herein.
(b)
Percent of class: 6.15%.
(c)
Number of shares as to which such person has:
(i)
Sole power to vote or direct the vote: 1,772,499.
(ii)
Shared power to vote or direct the vote: 2,654,023.
(iii)
Sole power to dispose or direct the disposition: 1,772,499.
(iv)
Shared
power to dispose or direct the disposition: 2,654,023.
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Item 5.
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Ownership of Five Percent or Less of a Class.
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If this Schedule 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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Item 6.
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Ownership of More than Five Percent on Behalf of Another Person.
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Not Applicable.
CUSIP NO. 532403201
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5 of 6
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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
or Control Person.
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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.
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.
Dated: February 14, 2019
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/s/ Bryan Ezralow
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Bryan Ezralow
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