Check the appropriate box to designate the rule
pursuant to which this Schedule is filed:
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).
CUSIP No. MHY6430L1039
1.
|
Names of Reporting Persons.
Mitchell P. Kopin
|
2.
|
Check the Appropriate Box if a Member of a Group (See Instructions)
(a)
(b)
|
3.
|
SEC Use Only
|
4.
|
Citizenship or Place of Organization
United States of America
|
Number of
Shares Beneficially
Owned by Each
Reporting
Person With:
|
5.
|
Sole Voting Power
0
|
6.
|
Shared Voting Power
1,123,796
|
7.
|
Sole Dispositive Power
0
|
8.
|
Shared Dispositive Power
1,123,796
|
9.
|
Aggregate Amount Beneficially Owned by Each Reporting Person
1,123,796 (see Item 4)
|
10.
|
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See
Instructions)
|
11.
|
Percent of Class Represented by Amount in Row (9)
4.99% (see Item 4)
|
12.
|
Type of Reporting Person (See Instructions)
IN; HC
|
CUSIP No. MHY6430L1039
1.
|
Names of Reporting Persons.
Daniel B. Asher
|
2.
|
Check the Appropriate Box if a Member of a Group (See Instructions)
(a)
(b)
|
3.
|
SEC Use Only
|
4.
|
Citizenship or Place of Organization
United States of America
|
Number of
Shares Beneficially
Owned by Each
Reporting
Person With:
|
5.
|
Sole Voting Power
0
|
6.
|
Shared Voting Power
1,123,796
|
7.
|
Sole Dispositive Power
0
|
8.
|
Shared Dispositive Power
1,123,796
|
9.
|
Aggregate Amount Beneficially Owned by Each Reporting Person
1,123,796 (see Item 4)
|
10.
|
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See
Instructions)
|
11.
|
Percent of Class Represented by Amount in Row (9)
4.99% (see Item 4)
|
12.
|
Type of Reporting Person (See Instructions)
IN; HC
|
CUSIP No. MHY6430L1039
1.
|
Names of Reporting Persons.
Intracoastal Capital LLC
|
2.
|
Check the Appropriate Box if a Member of a Group (See Instructions)
(a)
(b)
|
3.
|
SEC Use Only
|
4.
|
Citizenship or Place of Organization
Delaware
|
Number of
Shares Beneficially
Owned by Each
Reporting
Person With:
|
5.
|
Sole Voting Power
0
|
6.
|
Shared Voting Power
1,123,796
|
7.
|
Sole Dispositive Power
0
|
8.
|
Shared Dispositive Power
1,123,796
|
9.
|
Aggregate Amount Beneficially Owned by Each Reporting Person
1,123,796 (see Item 4)
|
10.
|
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See
Instructions)
|
11.
|
Percent of Class Represented by Amount in Row (9)
4.99% (see Item 4)
|
12.
|
Type of Reporting Person (See Instructions)
OO
|
Item 1.
(a) Name of Issuer
OceanPal Inc. (the “Issuer”)
(b) Address of Issuer’s Principal Executive
Offices
Pendelis 26, 175
64 Palaio Faliro, Athens, Greece
Item 2.
(a) Name of Person Filing
(b) Address of Principal Business Office or, if none, Residence
(c) Citizenship
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.
(d) Title of Class of Securities
Common stock, $0.01 par value per share, of the Issuer (the
“Common Stock”).
(e) CUSIP Number
MHY6430L1039
Item 3. 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:
Not applicable.
Item 4. Ownership.
(a) and (b):
(i) Immediately
following the consummation of the underwritten public offering by the Issuer on January 25, 2022 (the “Offering”) (as
disclosed in the Form 6-K filed by the Issuer with the Securities and Exchange Commission on January 25, 2022), each of the Reporting
Persons may have been deemed to have beneficial ownership of 1,334,000 shares of Common Stock held by Intracoastal, and all such shares
of Common Stock represented beneficial ownership of approximately 6.1% of the Common Stock, based on 21,891,669 shares of Common Stock
outstanding following the consummation of the Offering as reported to the Reporting Persons by the Issuer. The foregoing excludes 1,334,000
shares of Common Stock issuable upon exercise of a warrant held by Intracoastal (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 4.99% of the Common Stock. Without such blocker provision, each of the Reporting Persons may have been deemed to have beneficial
ownership of 2,668,000 shares of Common Stock.
(ii) As
of the close of business on February 3, 2022, each of the Reporting Persons may have been deemed to have beneficial ownership of 1,123,796
shares of Common Stock, which consisted of (i) 494,501 shares of Common Stock held by Intracoastal and (ii) 629,295 shares of Common Stock
issuable upon exercise of the Intracoastal Warrant, and all such shares of Common Stock represented beneficial ownership of approximately
4.99% of the Common Stock, based on (1) 21,891,669 shares of Common Stock outstanding following the consummation of the Offering as reported
to the Reporting Persons by the Issuer, plus (2) 629,295 shares of Common Stock issuable upon exercise of the Intracoastal Warrant. The
foregoing excludes 704,705 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 4.99%
of the Common Stock. Without such blocker provision, each of the Reporting Persons may have been deemed to have beneficial ownership of
1,828,501 shares of Common Stock.
(c) Number of shares as to which each Reporting Person has:
|
(i)
|
Sole power to vote or to direct the vote: 0 .
|
|
(ii)
|
Shared power to
vote or to direct the vote: 1,123,796 .
|
|
(iii)
|
Sole power to dispose or to direct the disposition of 0 .
|
|
(iv)
|
Shared power to
dispose or to direct the disposition of 1,123,796 .
|
Item 5. Ownership of Five Percent or Less of a Class
If this statement 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 5 percent of the class of securities, check the following þ.
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 the Group
Not applicable.
Item 9. Notice of Dissolution of Group
Not applicable.
Item 10. Certification
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: February 3, 2022
|
/s/ Mitchell P. Kopin
|
|
Mitchell P. Kopin
|
|
|
|
/s/ Daniel B. Asher
|
|
Daniel B. Asher
|
|
Intracoastal Capital LLC
|
|
|
|
By:
|
/s/ Mitchell P. Kopin
|
|
|
Mitchell P. Kopin, Manager
|
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: February 3, 2022
|
/s/ Mitchell P. Kopin
|
|
Mitchell P. Kopin
|
|
|
|
/s/ Daniel B. Asher
|
|
Daniel B. Asher
|
|
Intracoastal Capital LLC
|
|
|
|
By:
|
/s/ Mitchell P. Kopin
|
|
|
Mitchell P. Kopin, Manager
|
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