CUSIP NO. 98978K107
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SCHEDULE 13G | Page 2 of 5 Pages |
1
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NAME OF REPORTING PERSON:
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)
Frank Blase Manning
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a) o
(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
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
1,160,870 (includes 161,250 shares issuable upon exercise of options which are exercisable within 60 days of December 31, 2012)
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6
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SHARED VOTING POWER
0
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7
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SOLE DISPOSITIVE POWER
1,160,870 (includes 161,250 shares issuable upon exercise of options which are exercisable within 60 days of December 31, 2012)
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8
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SHARED DISPOSITIVE POWER
0
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,160,870 shares of Common Stock, includes 161,250 shares issuable upon exercise of options which are exercisable within 60 days of December 31, 2012
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10
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
o
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
16.27% (Based on 6,973,704 shares issued and outstanding as of February 13, 2013, plus the shares issuable upon the exercise of the options referenced above.)
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12
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TYPE OF REPORTING PERSON*
IN
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CUSIP NO. 98978K107
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SCHEDULE 13G | Page 3 of 5 Pages |
(a)
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o Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
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(b)
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o 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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o 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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o 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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o An investment adviser in accordance with § 240.13d-1(b) – 1(b)(1)(ii)(E);
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(f)
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o 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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o 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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o 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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o 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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o A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J);
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(k)
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o Group, in accordance with § 240.13d-1(b)(1)(ii)(K).
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CUSIP NO. 98978K107
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SCHEDULE 13G | Page 4 of 5 Pages |
(a)
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Amount beneficially owned: 1,160,870 shares of Common Stock, includes 161,250 shares issuable upon exercise of options which are exercisable within 60 days of December 31, 2012
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(b)
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Percent of class: 16.27% (Based on 6,973,704 shares issued and outstanding as of February 13, 2013, plus the shares issuable upon the exercise of the options referenced above.)
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(c)
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Number of shares as to which the person has:
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(i)
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Sole power to vote or to direct the vote: 1,160,870 shares of Common Stock (includes 161,250 shares issuable upon exercise of options which are exercisable within 60 days of December 31, 2012)
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(ii)
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Shared power to vote or to direct the vote: 0
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(iii)
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Sole power to dispose or to direct the disposition of: 1,160,870 shares of Common Stock (includes 161,250 shares issuable upon exercise of options which are exercisable within 60 days of December 31, 2012)
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(iv)
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Shared power to dispose or to direct the disposition of: 0
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CUSIP NO. 98978K107
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SCHEDULE 13G | Page 5 of 5 Pages |
Dated: February 13, 2013
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By:
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/s/ Frank B. Manning | |
Frank B. Manning |