Amended Statement of Beneficial Ownership (sc 13d/a)
01 February 2017 - 10:05PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
(Amendment No. 1)*
Under the Securities Exchange Act of 1934
DESTINY MEDIA TECHNOLOGIES
INC.
(Name of Issuer)
SHARES OF COMMON STOCK, PAR VALUE $0.001 PER
SHARE
(Title of Class of Securities)
25063G204
(CUSIP Number)
MARK A. GRABER
56 Oakwell Farms
Parkway
San Antonio, TX 78218
Tel: (210)
240-4795
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
January 31, 2017
(Date of Event Which
Requires Filing of this Statement)
If the filing person has previously filed a statement on
Schedule 13G to report the acquisition which is the subject of this Schedule
13D, and is filing this schedule because of Rules 13d-1(e), 13d-1(f) or 13d-1(g)
check the following box [ ].
*The remainder of this cover page shall be filled out for a
reporting persons 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).
1.
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Names of Reporting Person:
MARK A.
GRABER
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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. [ ]
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b. [ ]
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3.
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SEC Use Only:
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4.
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Source of Funds (See
Instructions):
PF and WC
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5.
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Check if Disclosure of Legal Proceedings is Required
Pursuant to Items 2(d) or
2(e):
N/A
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6.
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Citizenship or Place of
Organization:
USA
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Number of Shares Beneficially by Owned by Each Reporting Person
With:
7.
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Sole Voting Power:
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4,090,978 shares of common
stock
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8.
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Shared Voting Power:
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1,361,000 shares of
common stock
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9.
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Sole Dispositive Power:
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4,090,978 shares of common
stock
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10.
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Shared Dispositive Power:
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1,361,000 shares of
common stock
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11.
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Aggregate Amount Beneficially
Owned by Each Reporting Person:
5,451,978 shares of common stock
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12.
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Check if the Aggregate Amount in
Row (11) Excludes Certain Shares (
See
Instructions):
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Not Applicable
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13.
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Percent of Class Represented by
Amount in Row (11):
9.8%
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14.
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Type of Reporting Person (
See
Instructions):
IN
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Page 2 of 4
This Schedule 13D/A (Amendment No. 1) is being filed by Mark
Graber. (the Reporting Person) relating to Shares of common stock, par value
$0.001 per share, of DESTINY MEDIA TECHNOLOGIES INC. (the Issuer) having its
principal executive offices located at 1110 - 885 W Georgia St, Vancouver, BC
Canada V6C 3E8.
This Schedule 13D/A (Amendment No. 1) amends and supplements
the Schedule 13D of the Reporting Person filed with the Securities and Exchange
Commission on October 26, 2015. Except as specifically amended hereby, the
disclosure set forth in the previously filed Schedule 13D shall remain
unchanged.
ITEM
5. INTEREST IN
SECURITIES OF THE ISSUER.
(a)
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Aggregate Beneficial Ownership:
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As of the date of this Report, the Reporting Person
beneficially owned the following securities of the
Issuer:
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Name
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Title of Security
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Amount
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Percentage of Shares
of Common
Stock
*
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Mark A. Graber
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Common Stock
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5,451,978
(1)
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9.8%
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*
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Under Rule 13d-3, a beneficial owner of a security
includes any person who, directly or indirectly, through any contract,
arrangement, understanding, relationship, or otherwise has or shares: (i)
voting power, which includes the power to vote, or to direct the voting of
shares; and (ii) investment power, which includes the power to dispose or
direct the disposition of shares. Certain shares may be deemed to be
beneficially owned by more than one person (if, for example, persons share
the power to vote or the power to dispose of the shares). In addition,
shares are deemed to be beneficially owned by a person if the person has
the right to acquire the shares (for example, upon exercise of an option)
within 60 days of the date as of which the information is provided. In
computing the percentage ownership of any person, the amount of shares
outstanding is deemed to include the amount of shares beneficially owned
by such person (and only such person) by reason of these acquisition
rights. As a result, the percentage of outstanding shares of any person as
shown in this table does not necessarily reflect the persons actual
ownership or voting power with respect to the number of shares of common
stock actually outstanding on the date of this Schedule 13D Statement. As
of January 31, 2017, the Issuer had 55,013,874 shares of common stock,
issued and outstanding.
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(1)
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The shares of the Issuer listed as beneficially owned by
Mr. Graber include (i) 3,290,978 shares of the Issuers common stock
directly held by him; (ii) warrants to purchase up to 800,000 shares of
the Issuers common stock at a price of USD$0.30 per share, expiring
October 20, 2017; (iii) 900,000 shares of the Issuers common stock
beneficially owned by X-L Investments, a Texas partnership over which the
Reporting Person has shared voting and shared dispositive power, (iv)
431,000 shares of the Issuers common stock beneficially owned by Four
Star Investments, a Texas partnership over which Mr. Graber has shared
voting and shared dispositive power; and (v) 30,000 shares of the Issuers
common stock beneficially owned by Mr. Grabers wife, to which Mr. Graber
has shared voting and shared dispositive
power.
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(b)
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Power to Vote and Dispose of the Issuer
Shares:
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Mr. Graber has sole voting and dispositive power with
respect to the securities of the Issuer held directly in his name and
shared voting and dispositive power with respect to the securities of the
Issuer beneficially owned by, Mr. Grabers spouse, X-L Investments and
Four Star Investments.
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(c)
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Transactions Effected During the Past 60
Days:
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Between December 5, 2016 and December 13, 2016, the
Reporting Person sold 50,000 shares of the Issuers common stock on the
open market at prices ranging from $0.1408 to $0.1616 per share.
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Between January 17, 2017 and January 24, 2017, the
Reporting Person purchased 34,842 shares of the Issuers common stock on
the open market at prices ranging from $0.16 to $0.201 per
share.
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Page 3 of 4
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On January 31, 2017, warrants to purchase 400,000 shares
of the Issuers common stock at a price of USD$0.30 per share, expiring
October 20, 2017, originally acquired by X-L Investments on October 20,
2014, were transferred to the Reporting Person.
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(d)
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Right of Others to Receive Dividends or Proceeds of
Sale:
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No person has the right to receive or the power to direct
the receipt of dividends or the proceeds from the sale of the Shares other
than the Reporting Person.
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(e)
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Date Ceased to be the Beneficial Owner of More Than
Five Percent:
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Not Applicable.
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ITEM 6.
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CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS
OR
RELATIONSHIPS
WITH
RESPECT TO SECURITIES OF THE
ISSUER.
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None.
ITEM
7. MATERIAL TO BE
FILED AS EXHIBITS.
None.
SIGNATURES
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:
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January 31, 2017
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/s/
Mark A. Graber
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MARK A. GRABER
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Page 4 of 4
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