SEC Form SC 13G/A filed by electroCore Inc. (Amendment)
$ECOR
Biotechnology: Electromedical & Electrotherapeutic Apparatus
Health Care
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 1)*
electroCore, Inc.
(Name of Issuer)
Common Stock, par value $0.001 per share
(Title of Class of Securities)
28531P103
(CUSIP Number)
December 31, 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:
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☐
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Rule 13d-1(b)
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S
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Rule 13d-1(c)
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☐
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Rule 13d-1(d)
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*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 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. 28531P103
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1
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NAME OF REPORTING PERSON
Kyle L. Newcomer
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions)
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(a) ☐
(b) ☐
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3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
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United States
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
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5
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SOLE VOTING POWER
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3,515,000
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6
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SHARED VOTING POWER
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0
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7
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SOLE DISPOSITIVE POWER
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3,515,000
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8
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SHARED DISPOSITIVE POWER
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0
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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3,515,000
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10
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CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (see instructions)
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☐
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
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4.9%(1)
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12
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TYPE OF REPORTING PERSON (see instructions)
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IN
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Calculated based on 70,697,680 shares of electroCore, Inc.’s (the “Issuer’s”) common stock, par value $0.001 per share (“Common Stock”), as reported on the Issuer’s Form 10-Q filed with the Securities and Exchange Commission
on November 4, 2021.
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Item 1(a). Name of Issuer: electroCore, Inc.
Item 1(b). Address of Issuer’s Principal Executive Offices: The Issuer’s principal executive offices are located at 150 Allen Road, Suite
201, Basking Ridge, New Jersey 07920.
Item 2(a). Name of Person Filing: This Schedule 13G is being filed by Kyle L. Newcomer.
Item 2(b). Address of Principal Business Office or, if None, Residence: The address of the residence of the Reporting Person is 6310 E.
Trusdell Avenue, Syracuse, Indiana 46567.
Item 2(c). Citizenship: Kyle L. Newcomer is a citizen of the United States.
Item 2(d). Title of Class of Securities: Common Stock, par value $0.001 per share.
Item 2(e). CUSIP No.: 28531P103
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:
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(a)
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□
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Broker or dealer registered under Section 15 of the Act (15 U.S.C. 78o);
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(b)
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Bank as defined in Section 3(a)(6) of the Act (15 U.S.C. 78c);
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(c)
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□
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Insurance company as defined in Section 3(a)(19) of the Act (15 U.S.C. 78c);
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(d)
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□
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Investment company registered under Section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
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(e)
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An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
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(f)
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An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
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(g)
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A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
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(h)
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A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
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(i)
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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);
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(j)
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A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J);
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(k)
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Group, in accordance with § 240.13d-1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution: _________________.
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Not Applicable.
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Item 4. Ownership.
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Amount Beneficially Owned: The Reporting Person beneficially owns 3,515,000 shares of Common Stock. The Reporting Person directly owns the reported shares in his individual
capacity.
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Percent of Class: 4.9%. The percentage is calculated based on 70,697,680 shares of the Issuer’s Common Stock, as reported on the Issuer’s Form 10-Q filed with the
Securities and Exchange Commission on November 4, 2021.
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Number of Shares as to Which the Person Has:
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(i) Sole Power to Vote or to Direct the Vote: 3,515,000
(ii) Shared Power to Vote or to Direct the Vote: 0
(iii) Sole Power to Dispose or to Direct the Disposition of: 3,515,000
(iv) Shared Power to Dispose or to Direct the Disposition of: 0
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 5 percent of the class of
securities, check the following ⌧.
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 or Control Person.
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. Certifications.
The Reporting Person hereby makes the following certification:
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, other than activities solely in connection with a
nomination under § 240.14a-11.
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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.
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Dated: February 10, 2022
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By:
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/s/Kyle L. Newcomer |
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Kyle L. Newcomer
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