This
Amendment No. 4 (this “Amendment”) amends certain information set forth the
Schedule 13D filed with the Securities and Exchange Commission (the
“Commission”) on December 20, 1996, as amended by Amendment No. 1 on September
27, 1999, as amended by Amendment No. 2 on November 18, 1999, as amended by
Amendment No. 3 on January 11, 2008 (as amended, the “Schedule 13D”), by
Lawrence J. Cohen, Milton Neustadter, Jay Chazanoff, Ron Jacobs, Stephen Simms
and Peter Gray, relating to the common stock, par value $.01 per share (the
“Common Stock”), of DVL, Inc., a Delaware corporation (the
“Issuer”). Capitalized terms used and not defined herein shall have
the meanings attributed to them in the Schedule 13D. This Amendment
is being filed solely to correct the previously reported share ownership amounts
of certain members of the group.
Item
5. Interest in Securities of the Issuer.
The
information set forth in Item 5 of the Schedule 13D is hereby amended and
supplemented by the following information to the respective paragraphs
thereof.
(a) The
aggregate number of shares of Common Stock beneficially owned by Mr. Cohen as of
the date of this Amendment is 4,691,397 shares, or 10.48% of the outstanding
Common Stock.
The
aggregate number of shares of Common Stock beneficially owned by Mr. Neustadter
as of the date of this Amendment is 639,761 shares, or 1.43% of the outstanding
Common Stock.
The
aggregate number of shares of Common Stock beneficially owned by Mr. Chazanoff
as of the date of this Amendment is 2,857,606 shares, or 6.38% of the
outstanding Common Stock.
The
aggregate number of shares of Common Stock beneficially owned by Mr. Jacobs as
of the date of this Amendment is 1,936,782 shares, or 4.33% of the outstanding
Common Stock.
The
aggregate number of shares of Common Stock beneficially owned by Mr. Simms as of
the date of this Amendment is 1,795,381 shares, or 4.01% of the outstanding
Common Stock.
The
aggregate number of shares of Common Stock beneficially owned by Mr. Gray as of
the date of this Amendment is 322,923 shares, or .72% of the outstanding Common
Stock.
(b) As
of the date of this Amendment, Mr. Cohen possesses: (i) the sole power to vote
4,691,397 shares of Common Stock; (ii) the shared power to vote 0 shares of
Common Stock; (iii) the sole power to dispose of 4,691,397 shares of Common
Stock; and (iv) the shared power to dispose of 0 shares of Common
Stock.
As of the
date of this Amendment, Mr. Neustadter possesses: (i) the sole power to vote
639,761 shares of Common Stock; (ii) the shared power to vote 0 shares of Common
Stock; (iii) the sole power to dispose of 639,761 shares of Common Stock, and
(iv) the shared power to dispose of 0 shares of Common Stock.
As of the
date of this Amendment, Mr. Chazanoff possesses: (i) the sole power to vote
2,857,606 shares of Common Stock; (ii) the shared power to vote 0 shares of
Common Stock; (iii) the sole power to dispose of 2,857,606 shares of Common
Stock; and (iv) the shared power to dispose of 0 shares of Common
Stock.
As of the
date of this Amendment, Mr. Jacobs possesses: (i) the sole power to vote
1,936,782 shares of Common Stock; (ii) the shared power to vote 0
shares of Common Stock; (iii) the sole power to dispose of
1,936,782 shares of Common Stock; and (iv) the shared power to
dispose of 0 shares of Common Stock.
As of the
date of this Amendment, Mr. Simms possesses: (i) the sole power to vote
1,795,381 shares of Common Stock; (ii) the shared power to vote 0 shares of
Common Stock; (iii) the sole power to dispose of 1,795,381 shares of Common
Stock; and (iv) the shared power to dispose of 0 shares of Common
Stock.
As of the
date of this Amendment, Mr. Gray possesses: (i) the sole power to vote 322,923
shares of Common Stock, which includes 50,000 shares issuable upon exercise of
currently exercisable options to purchase Common Stock held by Mr. Gray; (ii)
the shared power to vote 0 shares of Common Stock; (iii) the sole power to
dispose of 322,923 shares of Common Stock, which includes 50,000 shares issuable
upon exercise of currently exercisable options to purchase Common Stock held by
Mr. Gray; and (iv) the shared power to dispose of 0 shares of Common
Stock.
(c) Not
applicable
(d) Not
applicable
(e) Not
applicable
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.
