*
|
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.
|
CUSIP
No. 987537206
|
13D
|
Page
2 of 6
Pages
|
(1)
|
NAMES
OF REPORTING PERSONS
Stephan
Wallach
|
|||||
(2)
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see
instructions)
(a)
☐ (b) ☐
Not
applicable.
|
|||||
(3)
|
SEC USE
ONLY
|
|||||
(4)
|
SOURCE
OF FUNDS (see instructions)
PF,
00
|
|||||
(5)
|
CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM
2(d) or 2(e) ☐
|
|||||
(6)
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
United
States of America
|
|||||
NUMBER
OF
SHARES
|
|
(7)
|
|
SOLE VOTING POWER
627,811
|
||
BENEFICIALLY
OWNED
BY
|
|
(8)
|
|
SHARED VOTING POWER
14,000,000
|
||
EACH
REPORTING
|
|
(9)
|
|
SOLE DISPOSITIVE POWER
627,811
|
||
PERSON
WITH
|
|
(10)
|
|
SHARED DISPOSITIVE POWER
14,000,000
|
||
(11)
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
14,627,811
|
|||||
(12)
|
CHECK
IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see
instructions) ☐
|
|||||
(13)
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
55.44%
|
|||||
(14)
|
TYPE OF
REPORTING PERSON (see instructions)
IN
|
CUSIP
No. 987537206
|
13D
|
Page
3 of 6
Pages
|
(a)
|
This
Schedule 13D is being filed by Stephan Wallach.
|
(b)
|
The
principal business address for Mr. Wallach is 2400 Boswell Road,
Chula Vista, California 91914.
|
(c)
|
Mr.
Wallach is the Chief Executive Officer and Chairman of the Issuer
and a director of the Issuer.
|
(d)
|
Mr.
Wallach has not, during the last five years, been convicted in a
criminal proceeding (excluding traffic violations or similar
misdemeanors).
|
(e)
|
Mr.
Wallach has not, during the last five years, been a party to a
civil proceeding of a judicial or administrative body of competent
jurisdiction and as a result of such proceeding was or is subject
to a judgment, decree or final order enjoining future violations
of, or prohibiting or mandating activities subject or, federal or
state securities laws or finding any violation with respect to such
laws.
|
(f)
|
Mr.
Wallach is a citizen of the United States of America.
|
CUSIP
No. 987537206
|
13D
|
Page 4
of 6 Pages
|
(a)
|
Number of shares of
Common Stock beneficially owned:
|
Percent of class of
Common Stock:
|
|
|
|
|
14,627,811
|
55.44%
|
(i) Sole
power to vote or to direct the vote:
|
627,811
|
|
|
(ii) Shared power
to vote or to direct the vote:
|
14,000,000
|
|
|
(iii) Sole power to
dispose or to direct the disposition of:
|
627,811
|
|
|
(iv) Shared
power to dispose or to direct the disposition of:
|
14,000,000
|
|
|
Annex
A:
|
Certain
Transactions by the Reporting Person
|
CUSIP
No. 987537206
|
13D
|
Page
5 of 6
Pages
|
|
/s/ Stephan
Wallach
|
|
Stephan
Wallach
|
CUSIP
No. 987537206
|
13D
|
Page
6 of 6
Pages
|
02/5/2019
|
|
Received
an award of an option to acquire 500,000 shares of Common
Stock
|
|
$
|
*
|
|
|
*
|
As
disclosed in this Schedule 13D, on February 5, 2019, Mr. Wallach
received an award under the Issuer’s Amended and Restated
2012 Stock Option Plan of an option to purchase 500,000 shares of
Common Stock as compensation for services rendered, having an
exercise price equal to the fair market value of the common stock
on the date of grant, vesting upon grant and expiring ten years
thereafter.
|