Amended Statement of Ownership (sc 13g/a)
January 20 2022 - 09:54AM
Edgar (US Regulatory)
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SECURITIES AND EXCHANGE COMMISSION |
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Washington, D.C. 20549 |
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SCHEDULE 13G |
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Under the Securities Exchange Act of 1934 |
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(Amendment No. 1)* |
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Pyxis Tankers Inc.
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(Name of Issuer) |
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Common Stock, par value $0.001
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(Title of Class of Securities) |
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Y71726106
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(CUSIP Number) |
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December 31, 2021
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(Date of event which requires filing of this statement) |
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Check the appropriate box to designate the rule pursuant to which
this Schedule 13G is filed: |
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x |
Rule 13d-1(b) |
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Rule 13d-1(c) |
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Rule 13d-1(d) |
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(Page 1 of 8 Pages) |
______________________________
*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).
| CUSIP No. Y71726106 |
13G |
Page
2
of 8 Pages |
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1 |
NAMES OF
REPORTING PERSONS
Empery Asset Management, LP
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2 |
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP |
(a)
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(b)
¨
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3 |
SEC USE ONLY |
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4 |
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH |
5 |
SOLE
VOTING POWER
0
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6 |
SHARED
VOTING POWER
160,000 shares of Common Stock issuable upon exercise of Warrants
(See Item 4)
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7 |
SOLE
DISPOSITIVE POWER
0
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8 |
SHARED
DISPOSITIVE POWER
160,000 shares of Common Stock issuable upon exercise of Warrants
(See Item 4)
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9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
160,000 shares of Common Stock issuable upon exercise of Warrants
(See Item 4)
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10 |
CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW (9) EXCLUDES CERTAIN SHARES |
¨ |
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11 |
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0.42% (See Item 4)
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12 |
TYPE OF
REPORTING PERSON
PN
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| CUSIP No. Y71726106 |
13G |
Page
3
of 8 Pages |
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1 |
NAMES OF
REPORTING PERSONS
Ryan M. Lane
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2 |
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP |
(a)
¨
(b)
¨
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3 |
SEC USE ONLY |
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4 |
CITIZENSHIP OR PLACE OF ORGANIZATION
United States
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH |
5 |
SOLE
VOTING POWER
0
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6 |
SHARED
VOTING POWER
160,000 shares of Common Stock issuable upon exercise of Warrants
(See Item 4)
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7 |
SOLE
DISPOSITIVE POWER
0
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8 |
SHARED
DISPOSITIVE POWER
160,000 shares of Common Stock issuable upon exercise of Warrants
(See Item 4)
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9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
160,000 shares of Common Stock issuable upon exercise of Warrants
(See Item 4)
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10 |
CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW (9) EXCLUDES CERTAIN SHARES |
¨ |
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11 |
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0.42% (See Item 4)
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12 |
TYPE OF
REPORTING PERSON
IN
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| CUSIP No. Y71726106 |
13G |
Page
4
of 8 Pages |
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1 |
NAMES OF
REPORTING PERSONS
Martin D. Hoe
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2 |
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP |
(a)
¨
(b)
¨
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3 |
SEC USE ONLY |
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4 |
CITIZENSHIP OR PLACE OF ORGANIZATION
United States
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH |
5 |
SOLE
VOTING POWER
0
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6 |
SHARED
VOTING POWER
160,000 shares of Common Stock issuable upon exercise of Warrants
(See Item 4)
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7 |
SOLE
DISPOSITIVE POWER
0
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8 |
SHARED
DISPOSITIVE POWER
160,000 shares of Common Stock issuable upon exercise of Warrants
(See Item 4)
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9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
160,000 shares of Common Stock issuable upon exercise of Warrants
(See Item 4)
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10 |
CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW (9) EXCLUDES CERTAIN SHARES |
¨ |
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11 |
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0.42% (See Item 4)
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12 |
TYPE OF
REPORTING PERSON
IN
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| CUSIP No. Y71726106 |
13G |
Page
5
of 8 Pages |
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Item 1(a). |
NAME OF ISSUER: |
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The name of the issuer is Pyxis Tankers Inc. (the
"Company"). |
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Item 1(b). |
ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES: |
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The Company's principal executive offices are located at 59 K.
Karamanli Street, 151 25 Maroussi, Athens J3 15125, Greece. |
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Item 2(a). |
NAME OF PERSON FILING: |
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This statement is filed by the entities and persons listed below,
who are collectively referred to herein as "Reporting
Persons," with respect to the shares of Common Stock (as
defined in Item 2(d) below) of the Company: |
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Investment Manager |
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(i) Empery Asset Management, LP (the "Investment Manager"),
with respect to the shares of Common Stock held underlying the
Reported Warrants (as defined below) held by funds to which the
Investment Manager serves as investment manager (the "Empery
Funds"). |
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Reporting Individuals |
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(ii) Mr. Ryan M. Lane ("Mr. Lane"), with respect to the
shares of Common Stock underlying the Reported Warrants held by the
Empery Funds. |
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(iii) Mr. Martin D. Hoe ("Mr. Hoe"), with respect to the
shares of Common Stock underlying the Reported Warrants held by the
Empery Funds. |
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The Investment Manager serves as the investment manager to each of
the Empery Funds. Each of Mr. Lane and Mr. Hoe (the "Reporting
Individuals") is a Managing Member of Empery AM GP, LLC (the
"General Partner"), the general partner of the Investment
Manager. |
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Item 2(b). |
ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE,
RESIDENCE: |
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The address of the business office of each of the Reporting Persons
is: |
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1
Rockefeller Plaza, Suite 1205
New
York, New York 10020
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Item 2(c). |
CITIZENSHIP: |
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Citizenship is set forth in Row 4 of the cover page for each
Reporting Person hereto and is incorporated herein by reference for
each such Reporting Person. |
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Item 2(d). |
TITLE OF CLASS OF SECURITIES: |
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Common Stock, par value $0.001 (the "Common Stock") |
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Item 2(e). |
CUSIP NUMBER: |
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Y71726106 |
| CUSIP No. Y71726106 |
13G |
Page
6
of 8 Pages |
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Item 3. |
IF THIS STATEMENT IS FILED PURSUANT TO RULES 13d-1(b) OR
13d-2(b) OR (c), CHECK WHETHER THE PERSON FILING IS A: |
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(a) |
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Broker or dealer registered under Section 15 of the Act, |
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(b) |
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Bank as defined in Section 3(a)(6) of the Act, |
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(c) |
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Insurance Company as defined in Section 3(a)(19) of the Act, |
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(d) |
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Investment Company registered under Section 8 of the Investment
Company Act of 1940, |
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(e) |
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Investment Adviser registered under Section 203 of the Investment
Advisers Act of 1940, |
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(f) |
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Employee Benefit Plan or Endowment Fund in accordance with Rule
13d-1(b)(1)(ii)(F), |
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(g) |
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Parent Holding Company or control person in accordance with Rule
13d-1(b)(1)(ii)(G), |
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(h) |
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Savings Association as defined in Section 3(b) of the Federal
Deposit Insurance Act, |
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(i) |
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Church Plan that is excluded from the definition of an investment
company under Section 3(c)(14) of the Investment Company Act of
1940, |
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(j) |
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A non-U.S. institution in accordance with Rule
13d-1(b)(1)(ii)(J); |
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(k) |
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Group, in
accordance with Rule 13d-1(b)(1)(ii)(K). |
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If filing as a
non-U.S. institution in accordance with Rule 13d-1(b)(1)(ii)(J),
please |
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specify
the type of institution: |
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| Item
4. |
OWNERSHIP. |
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The
information as of the date of the event which requires filing of
this statement required by Items 4(a) – (c) is set forth in Rows 5
– 11 of the cover page for each Reporting Person hereto and is
incorporated herein by reference for each such Reporting
Person. The percentage set forth in Row 11 of the cover
page for each Reporting Person is based on 38,316,854 shares of
Common Stock issued and outstanding as of August 4, 2021, as
represented in the Company’s Prospectus Supplement on Form
424(b)(3) filed with the Securities and Exchange Commission on
August 10, 2021 and assumes the exercise of the Company’s reported
warrants (the “Reported Warrants”). |
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The
Investment Manager, which serves as the investment manager to the
Empery Funds, may be deemed to be the beneficial owner of all
shares of Common Stock underlying the Reported Warrants held by the
Empery Funds. Each of the Reporting Individuals, as
Managing Members of the General Partner of the Investment Manager
with the power to exercise investment discretion, may be deemed to
be the beneficial owner of all shares of Common Stock underlying
the Reported Warrants held by the Empery Funds. The
foregoing should not be construed in and of itself as an admission
by any Reporting Person as to beneficial ownership of shares of
Common Stock owned by another Reporting Person. Each of
the Empery Funds and the Reporting Individuals hereby disclaims any
beneficial ownership of any such shares of Common Stock. |
| CUSIP No. Y71726106 |
13G |
Page
7
of 8 Pages |
| Item
5. |
OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS. |
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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 five percent of the class of securities, check the
following: [X] |
| Item
6. |
OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER
PERSON. |
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Not
applicable. |
| Item
7. |
IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH
ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING
COMPANY. |
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Not
applicable. |
| Item
8. |
IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE
GROUP. |
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Not
applicable. |
| Item
9. |
NOTICE
OF DISSOLUTION OF GROUP. |
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Not
applicable. |
| Item
10. |
CERTIFICATION. |
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Each of the
Reporting Persons hereby makes the following certification: |
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By signing
below each Reporting Person certifies that, to the best of its
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. |
| CUSIP No. Y71726106 |
13G |
Page
8
of 8 Pages |
SIGNATURES
After reasonable inquiry and to the best of our knowledge and
belief, the undersigned certify that the information set forth in
this statement is true, complete and correct.
DATED: January 20, 2022
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EMPERY ASSET MANAGEMENT, LP |
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By: EMPERY AM GP, LLC, its General Partner |
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By: |
/s/ Ryan M.
Lane |
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Name: Ryan M. Lane |
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Title: Managing Member |
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/s/ Ryan M.
Lane |
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Ryan M. Lane |
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/s/ Martin
D. Hoe |
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Martin D. Hoe |
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