Filing Details

---

 

 

 

 

 

 

 

 

 

 

 

 

 

This Amendment No. 3, dated December 1, 2017, amends and supplements the Schedule 13D dated and filed July 10, 2015 (as amended and supplemented to date, the "Schedule 13D") of Stuart M. Essig, Erin Enright, Prettybrook Partners, LLC, and the Stuart M. Essig 2007 Family Trust (the "Trust") relating to the shares of common stock, no par value (the "Common Stock"), of Dynatronics Corporation, a Utah corporation (the "Issuer").  Unless otherwise indicated, all capitalized terms used but not define herein have the meaning ascribed to such terms in the Schedule 13D.

Item 3. Source and Amount of Funds or Other Consideration.

Item 3 to this Schedule 13D is hereby amended to include the following additional paragraphs:

On October 2, 2017, Mr. Essig closed on the purchase of 398,010 shares of the Issuer's new Series C Non-Voting Convertible Preferred Stock (the "Series C Preferred Stock") at a purchase price of $2.50 per share, and warrants to purchase a total of 199,005 shares of the Issuer's common stock (the "Common Stock"), exercisable at $2.75 per share for six years, pursuant to the terms of a Securities Purchase Agreement (the "Series C Purchase Agreement") entered into by the Issuer with certain accredited investors, including Mr. Essig.  The source of the above purchase price was the personal funds of Mr. Essig.  Under the terms of the Series C Purchase Agreement and the corresponding Certificate of Designations, Preferences and Rights of the Series C Preferred Stock (the "Designation"), the issuance of the shares of Common Stock underlying the conversion, payment of dividends and redemption of the Series C Preferred Stock, and the execution of the warrants was made conditional upon obtaining approval of the Issuer's shareholders.  The Series C Purchase Agreement and the Designation further provided for the mandatory conversion of the Series C Preferred Stock to Common Stock upon obtaining such shareholder approval.  On November 29, 2017, the Issuer's shareholders approved the issuance to Mr. Essig of Common Stock underlying the conversion, payment of dividends and redemption of Series C Preferred Stock and the execution of warrants to purchase Common Stock acquired by Mr. Essig under the Series C Purchase Agreement.  Upon obtaining such shareholder approval, the Series C Preferred Stock automatically converted to Common Stock.

Item 5. Interest in Securities of the Issuer.

Item 5 is hereby amended and restated in its entirety to read as follows:

Item 7. Material to be filed as Exhibits.

 

¹ Based upon 7,842,671 shares of issued and outstanding shares of the Issuer's Common Stock as of the date of this filing.  Pursuant to Rule 13d-3 promulgated by the Commission, to compute the applicable Reporting Person's beneficial ownership of shares of the Issuer's Common Stock, any such shares not outstanding which are subject to warrants or conversion privileges are deemed to be outstanding for purposes of computing the percentage of outstanding securities of the class owned by such Reporting Person, but are not deemed to be outstanding for the purpose of computing the percentage of the class by any other person.

SIGNATURE

After reasonable inquiry and to the best of the Reporting Person's knowledge and belief, the Reporting Person certifies that the information set forth in this statement is true, complete and correct.

 

 

 

 

 

 

The undersigned agree that this Schedule 13D, dated December 1, 2017, relating to the Common Stock, no par value, of Dynatronics Corporation shall be filed on behalf of the undersigned.