Amended Statement of Beneficial Ownership (sc 13d/a)
December 14 2020 - 8:16AM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE
13D
Under
the Securities Exchange Act of 1934
(Amendment
No. 4)
Enzo
Biochem, Inc.
(Name of Issuer)
Common
Stock
(Title of Class of Securities)
294100102
(CUSIP Number)
James
C. Roumell
Roumell
Asset Management, LLC
2
Wisconsin Circle, Suite 640
Chevy
Chase, MD 20815
(301)
656-8500
(Name,
Address and Telephone Number of Person Authorized to Receive Notices and Communications)
December
11, 2020
(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 which 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 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 purposes of Section
18 of the Securities Exchange Act of 1934 (the “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 Instructions).
CUSIP
No.: 294100102
1
|
Name of Reporting Person
Roumell Asset Management, LLC
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)
52-2145132
|
2
|
Check the Appropriate Box if a Member of a Group
☐ (a)
☐ (b)
|
3
|
SEC Use Only
|
4
|
Source of Funds
OO
|
5
|
Check if Disclosure of Legal Proceedings is Required Pursuant
to Items 2(d) or 2(e)
☐
|
6
|
Citizenship or Place of Organization
Maryland
|
Number of Shares
Beneficially
Owned by Each
Reporting Person
with
|
7
|
Sole Voting Power
2,702,559 (1)
|
8
|
Shared Voting Power
66,920 (2)
|
9
|
Sole Dispositive Power
2,702,559 (1)
|
10
|
Shared Dispositive Power
66,920 (2)
|
11
|
Aggregate Amount Beneficially Owned by Each Reporting Person
2,769,479
|
12
|
Check if the Aggregate Amount in Row (11) Excludes Certain
Shares
☐
|
13
|
Percent of Class Represented by Amount in Row (11)
5.8%
|
14
|
Type of Reporting Person
IA
|
(1)
|
These
shares are deemed to be owned beneficially by RAM solely as a result of its discretionary
power over such shares as investment adviser to the Roumell Opportunistic Value Fund
(the “Fund”).
|
|
(2)
|
These
shares are deemed to be owned beneficially by RAM solely as a result of its discretionary
power over such shares as investment adviser to its clients.
|
CUSIP No.: 294100102
1
|
Name
of Reporting Person
James
C. Roumell
I.R.S.
IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)
|
2
|
Check
the Appropriate Box if a Member of a Group
☐ (a)
☐ (b)
|
3
|
SEC
Use Only
|
4
|
Source
of Funds
PF
|
5
|
Check
if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e)
☐
|
6
|
Citizenship
or Place of Organization
United
States
|
Number
of Shares
Beneficially
Owned by Each
Reporting Person
with
|
7
|
Sole
Voting Power
2,702,559
(1)
|
8
|
Shared
Voting Power
66,920
(2)
|
9
|
Sole
Dispositive Power
2,702,559
(1)
|
10
|
Shared
Dispositive Power
66,920
(2)
|
11
|
Aggregate
Amount Beneficially Owned by Each Reporting Person
2,769,479
|
12
|
Check
if the Aggregate Amount in Row (11) Excludes Certain Shares
☐
|
13
|
Percent
of Class Represented by Amount in Row (11)
5.8%
|
14
|
Type
of Reporting Person
IN
|
(1)
|
Includes
2,702,559 shares of Common Stock held by the Fund. Mr. Roumell is President of RAM and
holds a controlling percentage of its outstanding voting securities and, as a result
of his position with and ownership of securities of RAM, Mr. Roumell could be deemed
the beneficial owner of the shares beneficially owned by the Fund.
|
(2)
|
These
shares are deemed to be owned beneficially by RAM solely as a result of its discretionary
power over such shares as investment adviser to its clients. Mr. Roumell is President
of RAM and holds a controlling percentage of its outstanding voting securities and, as
a result of his position with and ownership of securities of RAM, Mr. Roumell could be
deemed the beneficial owner of the shares beneficially owned by RAM.
|
CUSIP
No.: 294100102
1
|
Name
of Reporting Person
Matthew
M. Loar
I.R.S.
IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)
|
2
|
Check
the Appropriate Box if a Member of a Group
☐ (a)
☐ (b)
|
3
|
SEC
Use Only
|
4
|
Source
of Funds
|
5
|
Check
if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e)
☐
|
6
|
Citizenship
or Place of Organization
USA
|
Number
of Shares
Beneficially
Owned by Each
Reporting Person
with
|
7
|
Sole
Voting Power
0
|
8
|
Shared
Voting Power
0
|
9
|
Sole
Dispositive Power
0
|
10
|
Shared
Dispositive Power
0
|
11
|
Aggregate
Amount Beneficially Owned by Each Reporting Person
0
|
12
|
Check
if the Aggregate Amount in Row (11) Excludes Certain Shares
☐
|
13
|
Percent
of Class Represented by Amount in Row (11)
0%
|
14
|
Type
of Reporting Person
IN
|
CUSIP No.: 294100102
1
|
Name
of Reporting Person
Edward
Terino
I.R.S.
IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)
|
2
|
Check
the Appropriate Box if a Member of a Group
☐ (a)
☐ (b)
|
3
|
SEC
Use Only
|
4
|
Source
of Funds
|
5
|
Check
if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e)
☐
|
6
|
Citizenship
or Place of Organization
USA
|
Number
of Shares
Beneficially
Owned by Each
Reporting Person
with
|
7
|
Sole
Voting Power
0
|
8
|
Shared
Voting Power
0
|
9
|
Sole
Dispositive Power
0
|
10
|
Shared
Dispositive Power
0
|
11
|
Aggregate
Amount Beneficially Owned by Each Reporting Person
0
|
12
|
Check
if the Aggregate Amount in Row (11) Excludes Certain Shares
☐
|
13
|
Percent
of Class Represented by Amount in Row (11)
0%
|
14
|
Type
of Reporting Person
IN
|
CUSIP No.: 294100102
The
following constitutes Amendment No. 4 to the Schedule 13D filed by the undersigned (“Amendment No. 4”). This Amendment
No. 4 amends, supplements and to the extent inconsistent with, supersedes the Schedule 13D filed with the Securities and Exchange
Commission (the “SEC”) on November 27, 2020, as amended by Amendment No. 1 filed with the SEC on December 4, 2020,
Amendment No. 2 filed with the SEC on December 7, 2020 and Amendment No. 3 filed with the SEC on December 8, 2020 (as amended,
the “Schedule 13D”).
|
ITEM
4.
|
PURPOSE
OF TRANSACTION:
|
Item
4 is hereby amended and supplemented as follows:
On
December 11, 2020, RAM filed a preliminary proxy statement to be used—once definitive—to solicit votes to (i) elect
each of the Nominees to the Board, (ii) amend the Bylaws to change the size of the Board to a minimum of three directors with
a maximum number of directors to be decided by the Board in its discretion and (iii) repeal any provision of, or amendment to,
the Bylaws adopted by the Board without approval of the Issuer’s shareholders subsequent to February 25, 2020.
CUSIP No.: 294100102
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.
December 14, 2020
|
James C. Roumell
|
|
|
|
By:
|
/s/ James C. Roumell, by Craig L. Lukin,
|
|
|
attorney-in-fact, pursuant to a
|
|
|
Power of Attorney previously filed
|
|
Name:
|
James C. Roumell
|
|
|
December 14, 2020
|
Roumell Asset Management, LLC
|
|
|
|
By:
|
/s/ James C. Roumell, by Craig L. Lukin,
|
|
|
attorney-in-fact, pursuant to a
|
|
|
Power of Attorney previously filed
|
|
Name:
|
James C. Roumell
|
|
Title:
|
President
|
|
|
December 14, 2020
|
Matthew M. Loar
|
|
|
|
By:
|
/s/ Matthew M. Loar
|
|
Name:
|
Matthew M. Loar
|
|
|
December 14, 2020
|
Edward Terino
|
|
|
|
By:
|
/s/ Edward Terino
|
|
Name:
|
Edward Terino
|
7
Enzo Biochem (NYSE:ENZ)
Historical Stock Chart
From Jun 2024 to Jul 2024
Enzo Biochem (NYSE:ENZ)
Historical Stock Chart
From Jul 2023 to Jul 2024