Amended Statement of Beneficial Ownership (sc 13d/a)
August 15 2018 - 5:07AM
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)*
Rennova
Health, Inc.
(Name
of Issuer)
Common
Stock, $.01 par value
(Title
of Class of Securities)
759757
70 1
(CUSIP
Number)
Seamus
Lagan
400
South Australian Avenue, 8
th
Floor
West
Palm Beach, FL 33401
(561)
855-1626
(Name,
Address and Telephone Number of Person Authorized to Receive Notices and Communications)
March
6, 2018
(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 [ ].
Note
:
Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See §240.13d-7
for other parties to whom copies are to be sent.
*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 disclosure 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 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).
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CUSIP
No. 759757 70 1
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13D
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Page
2 of 9
|
|
1.
|
Names
of Reporting Persons
Seamus
Lagan
|
|
2.
|
Check
the Appropriate Box if a Member of a Group
(a)
[ ]
(b)
[ ]
|
|
3.
|
SEC
Use Only
|
|
4.
|
Source
of Funds (See Instructions)
OO
|
|
5.
|
Check
Box if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) [ ]
|
|
6.
|
Citizenship
Or Place Of Organization
Ireland
|
|
Number
Of
Shares
Beneficially
Owned
By
Each
Reporting
Person
With
|
7.
|
Sole
Voting Power
26,689,543
|
|
8.
|
Shared
Voting Power
4,282
|
|
9.
|
Sole
Dispositive Power
26,689,543
|
|
10.
|
Shared
Dispositive Power
4,282
|
|
11.
|
Aggregate
Amount Beneficially Owned by Each Reporting Person
26,693,825
|
|
12.
|
Check
Box if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) [X]
|
|
13.
|
Percent
of Class Represented by Amount in Row (11)
6.4%
|
|
14.
|
Type
of Reporting Person
IN
|
|
CUSIP
No. 759757 70 1
|
13D
|
Page
3 of 9
|
|
1.
|
Names
of Reporting Persons
Alcimede
LLC
|
|
2.
|
Check
the Appropriate Box if a Member of a Group
(a)
[ ]
(b)
[ ]
|
|
3.
|
SEC
Use Only
|
|
4.
|
Source
of Funds (See Instructions)
OO
|
|
5.
|
Check
Box if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) [ ]
|
|
6.
|
Citizenship
Or Place Of Organization
Delaware
|
|
Number
Of
Shares
Beneficially
Owned By
Each
Reporting
Person
With
|
7
.
|
Sole
Voting Power
-0-
|
|
8
.
|
Shared
Voting Power
4,282
|
|
9
.
|
Sole
Dispositive Power
-0-
|
|
10.
|
Shared
Dispositive Power
4,282
|
|
11.
|
Aggregate
Amount Beneficially Owned by Each Reporting Person
4,282
|
|
12.
|
Check
Box if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) [X]
|
|
13.
|
Percent
of Class Represented by Amount in Row (11)
0.0%
|
|
14.
|
Type
of Reporting Person
OO
|
|
CUSIP
No. 759757 70 1
|
13D
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Page
4 of 9
|
|
1.
|
Names
of Reporting Persons
Epizon
Ltd.
|
|
2.
|
Check
the Appropriate Box if a Member of a Group
(a)
[ ]
(b)
[ ]
|
|
3.
|
SEC
Use Only
|
|
4.
|
Source
of Funds (See Instructions)
OO
|
|
5.
|
Check
Box if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) [ ]
|
|
6.
|
Citizenship
Or Place Of Organization
Commonwealth
of the Bahamas
|
|
Number
Of
Shares
Beneficially
Owned By
Each
Reporting
Person
With
|
7.
|
Sole
Voting Power
-0-
|
|
8.
|
Shared
Voting Power
8,638
|
|
9.
|
Sole
Dispositive Power
-0-
|
|
10.
|
Shared
Dispositive Power
8,638
|
|
11.
|
Aggregate
Amount Beneficially Owned by Each Reporting Person
8,638
|
|
12.
|
Check
Box if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) [X]
|
|
13.
|
Percent
of Class Represented by Amount in Row (11)
0.0%
|
|
14.
|
Type
of Reporting Person
OO
|
|
CUSIP
No. 759757 70 1
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13D
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Page
5 of 9
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1.
|
Names
of Reporting Persons
P.
Wilhelm F. Toothe, Trustee of The Shanoven Trust
|
|
2.
|
Check
the Appropriate Box if a Member of a Group
(a)
[ ]
(b)
[ ]
|
|
3.
|
SEC
Use Only
|
|
4.
|
Source
of Funds (See Instructions)
OO
|
|
5.
|
Check
Box if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) [ ]
|
|
6.
|
Citizenship
Or Place Of Organization
Commonwealth
of the Bahamas
|
Number
Of
Shares Beneficially Owned By
Each
Reporting
Person
With
|
7
.
|
Sole
Voting Power
-0-
|
|
8
.
|
Shared
Voting Power
8,638
|
|
9.
|
Sole
Dispositive Power
-0-
|
|
10.
|
Shared
Dispositive Power
8,638
|
|
11.
|
Aggregate
Amount Beneficially Owned by Each Reporting Person
8,638
|
|
12.
|
Check
Box if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) [X]
|
|
13.
|
Percent
of Class Represented by Amount in Row (11)
0.0%
|
|
14.
|
Type
of Reporting Person
OO
|
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CUSIP
No. 759757 70 1
|
13D
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Page
6 of 9
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1.
|
Names
of Reporting Persons
The
Shanoven Trust
|
|
2.
|
Check
the Appropriate Box if a Member of a Group
(a)
[ ]
(b)
[ ]
|
|
3.
|
SEC
Use Only
|
|
4.
|
Source
of Funds (See Instructions)
OO
|
|
5.
|
Check
Box if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) [ ]
|
|
6.
|
Citizenship
Or Place Of Organization
Commonwealth
of the Bahamas
|
|
Number
Of Shares Beneficially Owned
By Each Reporting
Person
With
|
7.
|
Sole
Voting Power
-0-
|
|
8
.
|
Shared
Voting Power
8,638
|
|
9
.
|
Sole
Dispositive Power
-0-
|
|
10
.
|
Shared
Dispositive Power
8,638
|
|
11.
|
Aggregate
Amount Beneficially Owned by Each Reporting Person
8,638
|
|
12.
|
Check
Box if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) [X]
|
|
13.
|
Percent
of Class Represented by Amount in Row (11)
0.0%
|
|
14.
|
Type
of Reporting Person
OO
|
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CUSIP
No. 759757 70 1
|
13D
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Page
7 of 9
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Item
1. Security and Issuer
This
Amendment No. 4 to Schedule 13D amends the Statement on Schedule 13D, dated November 2, 2015, as previously amended by Amendments
No. 1, No. 2 and No. 3 to Schedule 13D, with respect to the Common Stock, $0.01 par value per share (the “Shares”),
of Rennova Health, Inc., a Delaware corporation (the “Issuer”), filed by: Seamus Lagan; Alcimede LLC, a Delaware limited
liability company (“Alcimede”); Epizon Ltd. (“Epizon”), a Bahamian international business corporation,
which is wholly-owned by The Shanoven Trust, of which P. Wilhelm F. Toothe serves as the trustee; P. Wilhelm F. Toothe, as trustee
of The Shanoven Trust; and The Shanoven Trust. Except as expressly amended below, Schedule 13D, dated November 2, 2015, as previously
amended, remains in effect.
Item
3. Source and Amount of Funds or Other Consideration
Item
3 is hereby amended to include the following:
This
Amendment No. 4 to Schedule 13D is being filed to report the grant to Seamus Lagan of 26,666,667 Shares by the Company on March
6, 2018. In addition, on August 15, 2017, Seamus Lagan was granted 6,666 Shares of restricted stock by the Company pursuant
to the Company’s 2007 Incentive Award Plan. These Shares vest in full on August 15, 2018, subject to Mr. Lagan continuing
to be a director of the Company.
Item
5. Interest in Securities of the Issuer
Item
5 is hereby amended to include the following:
As
of March 6, 2018, Mr. Lagan may be deemed to beneficially own 26,693,825 Shares (or approximately 6.4% of the total number of
Shares then currently deemed outstanding), which consists of 26,680,098 Shares owned of record by Mr. Lagan and 9,445 stock options
owned of record by Mr. Lagan, and as to which Mr. Lagan may be deemed to have sole dispositive and voting power; and 4,282 Shares
owned of record by Alcimede. Mr. Lagan may be deemed to have shared dispositive and voting power with Alcimede over the 4,282
Shares owned of record by Alcimede. Such Shares do not include 8,638 Shares owned of record by Epizon and with respect to such
Shares, The Shanoven Trust, P. Wilhelm F. Toothe, as trustee of The Shanoven Trust, and Epizon share dispositive and voting power.
Such Shares also do not include Shares owned by a third party entity, and which third party entity is owned by a trust of which
P. Wilhelm F. Toothe serves as trustee.
Item
7. Materials to be Filed as Exhibits
Item
7 is hereby amended to include the following:
Exhibit
D – Joint Filing Agreement pursuant to Rule 13d-1(k).
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CUSIP
No. 759757 70 1
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13D
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Page
8 of 9
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SIGNATURES
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.
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August 14, 2018
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/s/ Seamus Lagan
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Seamus Lagan, individually
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August 14, 2018
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Alcimede
LLC
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By:
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/s/
Seamus Lagan
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Seamus
Lagan, Sole Manager
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August 14, 2018
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Epizon
Ltd.
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By:
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The
Shanoven Trust
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By:
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/s/
P. Wilhelm F. Toothe
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P.
Wilhelm F. Toothe, Trustee
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August 14, 2018
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The
Shanoven Trust
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By:
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/s/
P. Wilhelm F. Toothe
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P.
Wilhelm F. Toothe, Trustee
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CUSIP
No. 759757 70 1
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13D
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Page
9 of 9
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Exhibit
D
JOINT
FILING AGREEMENT PURSUANT TO RULE 13d-1(k)
The
undersigned acknowledge and agree that the foregoing statement on Amendment No. 4 to Schedule 13D is filed on behalf of each of
the undersigned. The undersigned acknowledge that each shall be responsible for the completeness and accuracy of the information
concerning it contained therein, but shall not be responsible for the completeness and accuracy of the information concerning
the others, except to the extent it knows or has reason to believe that such information is inaccurate. This Joint Filing Agreement
may be executed in any number of counterparts and all of such counterparts taken together shall constitute one and the same instrument.
Dated: August
14, 2018
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/s/ Seamus Lagan
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Seamus Lagan, individually
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Alcimede
LLC
|
|
|
|
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By:
|
/s/
Seamus Lagan
|
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|
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Seamus
Lagan, Sole Manager
|
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|
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Epizon
Ltd.
|
|
|
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By:
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The
Shanoven Trust
|
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|
|
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By:
|
/s/
P. Wilhelm F. Toothe
|
|
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P.
Wilhelm F. Toothe, Trustee
|
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The
Shanoven Trust
|
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By:
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/s/
P. Wilhelm F. Toothe
|
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P.
Wilhelm F. Toothe, Trustee
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