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

SCHEDULE 13G 

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

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

* 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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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:

 SCHEDULE 13G

Item 4.    Ownership.

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As of February 20, 2020, LPC Fund beneficially owned, directly, the following securities of the Issuer: (i) 950,000 shares of Common Stock, purchased by LPC Fund directly from the Issuer in the Private Placement, (ii) 7,248 shares of Common Stock are currently exercisable under the Series A Warrant to purchase up to 606,420 shares of Common Stock, which is currently exercisable at a price of $0.01 per share (subject to adjustment as provided in the Series A Warrant) and expires on February 20, 2025, due to a 9.99% beneficial ownership cap whereby only 15,723 shares of Common Stock are currently exercisable and (iii) 0 shares of Common Stock are currently exercisable under the Series B Warrant to purchase up to 1,556,420 shares of Common Stock at a price of $1.16 per share (subject to adjustment as provided in the Series B Warrant ), which is not exercisable until the Initial Exercise Date and may be exercised for a period of five years following the Initial Exercise Date, due to a 9.99% beneficial ownership cap. In addition to the limitations under the beneficial ownerships cap, pursuant to Rule 13d-3(d)(1)(i) under the Act, as of February, 2020, LPC Fund does not beneficially own the 1,556,420 shares of Common Stock underlying the Series B Warrant because the Series B Warrant cannot be exercised prior to the Initial Exercise Date of August 20, 2020 and, therefore, none of the shares of Common Stock underlying the Series B Warrant may be acquired by LPC Fund within 60 days of the date this statement was filed with the SEC. The Series A Warrant and the Series B Warrant each include a customary “cashless” exercise provision, which may be used to acquire underlying shares of Common Stock if at the time of exercise an effective registration statement registering the resale of such shares under the Act is not available to the warrant holder.

LPC is the Managing Member of LPC Fund. RCC and Alex Noah are the Managing Members of LPC. Mr. Scheinfeld is the president and sole shareholder of RCC, as well as a principal of LPC. Mr. Cope is the president and sole shareholder of Alex Noah, as well as a principal of LPC. As a result of the foregoing, Mr. Scheinfeld and Mr. Cope have shared voting and shared investment power over the shares of Common Stock of the Issuer held directly by LPC Fund.

Pursuant to Section 13(d) of the Act and the rules thereunder, each of LPC, RCC, Mr. Scheinfeld, Alex Noah, and Mr. Cope may be deemed to be a beneficial owner of the shares of Common Stock of the Issuer beneficially owned directly by LPC Fund.

The foregoing should not be construed in and of itself as an admission by any Reporting Person as to beneficial ownership of any shares of Common Stock owned by another Reporting Person. Pursuant to Rule 13d-4 of the Act, each of LPC, RCC, Mr. Scheinfeld, Alex Noah, and Mr. Cope disclaims beneficial ownership of the shares of Common Stock of the Issuer held directly by LPC Fund.

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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 ¨.

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.

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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.

Dated: February 27, 2020

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