Amended Statement of Ownership (sc 13g/a)
09 February 2023 - 08:18AM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES AND
EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE
13G/A
(Amendment No. 2)*
Under the Securities Exchange Act of 1934
Molekule Group,
Inc.
(Name of Issuer)
Common
Stock, par value $0.01 per share
(Title of Class of Securities)
007744105
(CUSIP Number)
December 31, 2022
(Date of Event which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which
this Schedule is filed:
|
¨ |
Rule
13d-1(b) |
|
¨ |
Rule
13d-1(c) |
|
x |
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 the disclosures provided in a prior
cover page. |
The information required in 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. 007744105 |
|
Page
1 of 5 |
1 |
NAMES
OF REPORTING PERSONS |
|
Dateline
TV Holdings, Inc. |
|
|
2 |
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP |
|
(a)¨
(b)¨ |
|
3 |
SEC
USE ONLY |
|
|
|
|
4 |
CITIZENSHIP
OR PLACE OF ORGANIZATION |
|
Delaware |
|
|
NUMBER
OF SHARES
BENEFICIALLY OWNED BY
EACH REPORTING PERSON
WITH |
5 |
SOLE
VOTING POWER |
|
0 |
|
|
6 |
SHARED
VOTING POWER |
|
1,198,062 |
|
|
7 |
SOLE
DISPOSITIVE POWER |
|
0 |
|
|
8 |
SHARED
DISPOSITIVE POWER |
|
1,198,062 |
|
|
9 |
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON |
|
1,198,062 |
|
|
10 |
CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE
INSTRUCTIONS) ¨ |
|
|
|
|
11 |
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9) |
|
3.9%* |
|
|
12 |
TYPE
OF REPORTING PERSON (SEE INSTRUCTIONS) |
|
CO |
|
|
* |
Based
on 30,427,750 shares of common stock, par value $0.01 per share
(“Common Stock”), of Molekule Group, Inc. (the
“Issuer”) outstanding as of January 12, 2023, as reported on
the Issuer’s Current Report on Form 8-K, filed with the Securities
and Exchange Commission (the “SEC”) on January 12,
2023. |
CUSIP
No. 007744105 |
|
Page
2 of 5 |
1 |
NAMES OF REPORTING PERSONS |
|
Timothy Helfet |
|
|
2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP |
|
(a)¨
(b)¨
|
|
3 |
SEC
USE ONLY |
|
|
|
|
4 |
CITIZENSHIP
OR PLACE OF ORGANIZATION |
|
United
States |
|
|
NUMBER
OF SHARES
BENEFICIALLY OWNED BY
EACH REPORTING PERSON
WITH |
5 |
SOLE
VOTING POWER |
|
0 |
|
|
6 |
SHARED
VOTING POWER |
|
1,198,062 |
|
|
7 |
SOLE
DISPOSITIVE POWER |
|
0 |
|
|
8 |
SHARED
DISPOSITIVE POWER |
|
1,198,062 |
|
|
9 |
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON |
|
1,198,062 |
|
|
10 |
CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE
INSTRUCTIONS) ¨ |
|
|
|
|
11 |
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9) |
|
3.9%* |
|
|
12 |
TYPE
OF REPORTING PERSON (SEE INSTRUCTIONS) |
|
IN |
|
|
* |
Based
on 30,427,750 shares of Common Stock outstanding as of January 12,
2023, as reported on the Issuer’s Current Report on Form 8-K, filed
with the SEC on January 12, 2023. |
CUSIP
No. 007744105 |
|
Page
3 of 5 |
Item
1(a) |
Name of Issuer:
|
|
Molekule
Group, Inc. |
Item
1(b) |
Address of Issuer’s Principal Executive
Offices:
|
|
10455
Riverside Dr., Palm Beach Gardens, FL 33410 |
Item
2(a) |
Name of Persons Filing:
|
|
This statement is filed by the entity and person listed below, who
together are referred to herein as the “Reporting
Persons”:
(i) Dateline TV Holdings, Inc.
(ii) Timothy Helfet
|
Item
2(b) |
Address of Principal Business Office or, if none,
Residence:
|
|
207
River Park Dr., Great Falls, VA 22006 |
Item
2(c) |
Citizenship:
|
|
See
responses to Item 4 on pages 2-3. |
Item
2(d) |
Title of Class of Securities:
|
|
Common
stock, par value $0.01 per share |
Item
2(e) |
CUSIP No.:
|
|
007744105 |
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:
|
|
This
statement is not filed pursuant to §§240.13d-1(b) or 240.13d-2(b)
or (c). |
Item
4 |
Ownership:
|
|
(a)
Amount beneficially owned: |
|
1,198,062 |
(b)
Percent of class: |
|
3.9%* |
CUSIP
No. 007744105 |
|
Page
4 of 5 |
(c)
Number of shares as to which the person has: |
|
(i)
Sole power to vote or to direct the vote: |
|
1,198,062 |
|
(ii)
Shared power to vote or to direct the vote: |
|
None |
|
(iii)
Sole power to dispose or to direct the disposition
of: |
|
1,198,062 |
|
(iv)
Shared power to dispose or to direct the disposition
of: |
|
None |
Dateline TV Holdings, Inc. is the record holder of the reported
securities. Timothy Helfet has voting and investment power over the
securities held by Dateline TV Holdings, Inc.
* Based on 30,427,750 shares of Common Stock outstanding as of
January 12, 2023, as reported on the Issuer’s Current Report on
Form 8-K, filed with the SEC on January 12, 2023.
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 ☒. |
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:
|
|
Not
applicable. |
CUSIP
No. 007744105 |
|
Page
5 of 5 |
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.
Date:
February 8, 2023 |
|
|
|
|
Dateline TV Holdings, Inc.
|
|
|
|
|
By: |
/s/
Timothy Helfet |
|
|
Name: Timothy Helfet
Title: Chief Executive Officer |
|
|
|
|
|
Timothy Helfet |
|
|
|
|
|
/s/
Timothy Helfet |
|
|
Timothy
Helfet |
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