SC 13G 1 bhp_13g.htm FORM 13G

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934
(Amendment No. ________)*

Vinco Ventures, Inc.

(Name of Issuer)

Common Stock, $0.001 par value per share

(Title of Class of Securities)

927330100

(CUSIP Number)

BHP Capital NY, Inc.

Bryan Pantofel

45 SW 9th Street, Suite 1603, Miami, Florida 33130

(516) 780-4240

(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)

February 5, 2021

(Date of Event which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
o  Rule 13d-1(b)
x  Rule 13d-1(c)
o  Rule 13d-1(d)

^* 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 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. 927330100	13G	Page 2 of 8 Pages


1.		NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) BHP Capital NY, Inc.
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 New York


NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH	5.	SOLE VOTING POWER 1,510,700
	6.	SHARED VOTING POWER 200,000
	7.	SOLE DISPOSITIVE POWER 1,510,700
	8.	SHARED DISPOSITIVE POWER 200,000


9.		AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,710,700
10.		CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (see instructions) ¨
11.		PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 9.0%
12.		TYPE OF REPORTING PERSON (see instructions) CO


CUSIP No. 927330100	13G	Page 3 of 8 Pages


1.		NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) Bryan Pantofel
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 1,510,700
	6.	SHARED VOTING POWER 200,000
	7.	SOLE DISPOSITIVE POWER 1,510,700
	8.	SHARED DISPOSITIVE POWER 200,000


9.		AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,710,700
10.		CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (see instructions) ¨
11.		PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 9.0%
12.		TYPE OF REPORTING PERSON (see instructions) IN


CUSIP No. 927330100		13G		Page 4 of 8 Pages

Item 1.

	(a)	Name of Issuer Vinco Ventures, Inc.

	(b)	Address of Issuer’s Principal Executive Offices 1 West Broad Street, Suite 1004, Bethlehem, Pennsylvania 18018

Item 2.

	(a)	Name of Person Filing BHP Capital NY, Inc. (“BHP”) Bryan Pantofel (“Pantofel”)
		BHP and Pantofel are hereinafter sometimes collectively referred to as the “Reporting Persons.” Any disclosures herein with respect to persons other than the Reporting Persons are made on information and belief after making inquiry to the appropriate party. The filing of this statement should not be construed in and of itself as an admission by any Reporting Person as to beneficial ownership of the securities reported herein.
	(b)	Address of the Principal Office or, if none, residence The address of each of the Reporting Persons is 45 SW 9^th Street, Suite 1603, Miami, Florida 33130

	(c)	Citizenship BHP is a corporation organized under the laws of New York; Pantofel is a United States Citizen

	(d)	Title of Class of Securities Common Stock, $0.001 par value per share

	(e)	CUSIP Number 927330100

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:

(a)	¨	Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).

(b)	¨	Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).

(c)	¨	Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).

(d)	¨	Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8).

(e)	¨	An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);

(f)	¨	An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);

(g)	¨	A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G);

(h)	¨	A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);

(i)	¨	A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);

(j)	¨	Group, in accordance with §240.13d-1(b)(1)(ii)(J).


CUSIP No. 927330100		13G		Page 5 of 8 Pages

Item 4. Ownership.

Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.


(a)	Amount beneficially owned: 1,710,700

(b)	Percent of class: 9.0%

(c)	Number of shares as to which the person has:

	(i)	Sole power to vote or to direct the vote 1,510,700.

	(ii)	Shared power to vote or to direct the vote 200,000.

	(iii)	Sole power to dispose or to direct the disposition of 1,510,700.

	(iv)	Shared power to dispose or to direct the disposition of 200,000.

Instruction. For computations regarding securities which represent a right to acquire an underlying security see §240.13d-3(d)(1).

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 five percent of the class of securities, check the following ¨.

Instruction. Dissolution of a group requires a response to this item.

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.


	(a)		The following certification shall be included if the statement is filed pursuant to §240.13d-1(b):

			By signing below, I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and 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.

	(b)		The following certification shall be included if the statement is filed pursuant to §240.13d-1(c):

			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.


CUSIP No. 927330100	13G	Page 6 of 8 Pages

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.


	02/08/2021 Date
	BHP
	/s/ Bryan Pantofel Signature

	Bryan Pantofel, President Name/Title
	Pantofel /s/ Bryan Pantofel Signature

SEC Form SC 13G filed