0001493152-16-010309.txt : 20160526 0001493152-16-010309.hdr.sgml : 20160526 20160526114132 ACCESSION NUMBER: 0001493152-16-010309 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20160526 DATE AS OF CHANGE: 20160526 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: U.S. Stem Cell, Inc. CENTRAL INDEX KEY: 0001388319 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMMERCIAL PHYSICAL & BIOLOGICAL RESEARCH [8731] IRS NUMBER: 650945967 STATE OF INCORPORATION: FL FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-83861 FILM NUMBER: 161676908 BUSINESS ADDRESS: STREET 1: 13794 NW 4TH STREET STREET 2: SUITE 212 CITY: SUNRISE STATE: FL ZIP: 33325 BUSINESS PHONE: 954-835-1500 MAIL ADDRESS: STREET 1: 13794 NW 4TH STREET STREET 2: SUITE 212 CITY: SUNRISE STATE: FL ZIP: 33325 FORMER COMPANY: FORMER CONFORMED NAME: BIOHEART, INC. DATE OF NAME CHANGE: 20070130 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: FOURTH MAN, LLC CENTRAL INDEX KEY: 0001652669 IRS NUMBER: 452808501 STATE OF INCORPORATION: NV FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 2522 CHAMBERS ROAD STREET 2: STE 100 CITY: TUSTIN STATE: CA ZIP: 92780 BUSINESS PHONE: 714-393-0620 MAIL ADDRESS: STREET 1: 2522 CHAMBERS ROAD STREET 2: STE 100 CITY: TUSTIN STATE: CA ZIP: 92780 SC 13G 1 sc-13g.htm

 

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

SCHEDULE 13G

 

Under the Securities Exchange Act of 1934

(Amendment No. __)*

 

U.S. Stem Cell, Inc.

(Name of Issuer)

 

Common Stock, $.0001 value per share

(Title of Class of Securities)

 

09062F 20 1

(CUSIP Number)

 

May 26, 2016

 

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

 

[  ] Rule 13d-1(b)

 

[X] Rule 13d-1(c)

 

[  ] 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 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).

 

 

 

 
 

 

CUSIP No. 83416V105   13G   Page 2 of 5 Pages

   
1.  

NAMES OF REPORTING PERSONS

I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

 

Fourth Man, LLC

EIN: 45-2808501

2.  

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(see instructions)

(a) [  ]

(b) [  ]

3.  

SEC USE ONLY

 

 

4.  

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Nevada

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH		   5.  

SOLE VOTING POWER

 

438,816

  6.  

SHARED VOTING POWER

 

 

  7.  

SOLE DISPOSITIVE POWER

 

438,816

  8.  

SHARED DISPOSITIVE POWER

 

 

9.  

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

438,816

10.  

CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

(see instructions) [  ]

 

11.  

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

 

8.7% (based on the total of 5,042,656 outstanding shares of Common Stock as reported on Form 10-Q filed May 4, 2016)

12.  

TYPE OF REPORTING PERSON (see instructions)

 

OO

 

 
 

 

CUSIP No. 83416V105   13G   Page 3 of 5 Pages

 

Item 1.

 

  (a)

Name of Issuer

U.S. Stem Cell, Inc.

     
  (b)

Address of Issuer’s Principal Executive Offices

13794 NW 4th Street, Suite 212

    Sunrise, FL 33325

 

Item 2.

 

  (a)

Name of Person Filing

Fourth Man, LLC

     
  (b)

Address of the Principal Office or, if none, residence

2522 Chambers Road, Suite 100

Tustin, CA 92780

     
  (c)

Citizenship

Nevada

     
  (d)

Title of Class of Securities

Common Stock, $.0001 value per share

     
  (e)

CUSIP Number

83416V105

 

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:

 

  (a) [  ] Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).
       
  (b) [  ] Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).
       
  (c) [  ] Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).
       
  (d) [  ] Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8).
       
  (e) [  ] An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);
       
  (f) [  ] An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);
       
  (g) [  ] A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G);
       
  (h) [  ] A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
       
  (i) [  ] 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);
       
  (j) [  ] Group, in accordance with §240.13d-1(b)(1)(ii)(J).

 

 
 

 

CUSIP No. 83416V105   13G   Page 4 of 5 Pages

 

Item 4. Ownership.

 

Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.

 

  (a)   Amount beneficially owned: 438,816
       
  (b)   Percent of class: 8.7%
       
  (c)   Number of shares as to which the person has:
       
      (i) Sole power to vote or to direct the vote 438,816
       
      (ii) Shared power to vote or to direct the vote
       
      (iii) Sole power to dispose or to direct the disposition of 438,816
       
      (iv) Shared power to dispose or to direct the disposition of

 

Instruction. For computations regarding securities which represent a right to acquire an underlying security see §240.13d-3(d)(1).

 

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 [  ].

 

Instruction. Dissolution of a group requires a response to this item.

 

Item 6. Ownership of More than Five Percent on Behalf of Another Person.

 

Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company.

 

Item 8. Identification and Classification of Members of the Group.

 

Item 9. Notice of Dissolution of Group.

 

Item 10. Certification.

 

  (a)   The following certification shall be included if the statement is filed pursuant to §240.13d-1(b):
       
      By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and 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.  
       
  (b)   The following certification shall be included if the statement is filed pursuant to §240.13d-1(c):
       
      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.  

 

 
 

 

CUSIP No. 83416V105   13G   Page 5 of 5 Pages

 

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.

 

  May 26, 2016
  Date
   
  /s/ Kenneth Hall
  Signature
   
  Kenneth Hall, Managing Member
  Name/Title