SEC Form SC 13G filed by iSpecimen Inc.
$ISPC
Biotechnology: Commercial Physical & Biological Resarch
Health Care
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
iSpecimen Inc.
(Name of Issuer)
Common Stock
(Title of Class of Securities)
45032V108
(CUSIP Number)
December 31, 2021
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
☐ Rule 13d-1(b)
☐ 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 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).
CUSIP No. 45032V108
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1
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NAME OF REPORTING PERSONS
OBF Investments, LLC
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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) ☐
(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 |
5
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SOLE VOTING POWER
841,981
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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
841,981
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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
841,981
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10
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CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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☐
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
9.6%(1)
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12
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
OO
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(1) Percent of class is calculated based on 8,729,532 shares of common stock outstanding as of December 9, 2021, as reported in the Issuer’s prospectus filed with the Securities and Exchange
Commission pursuant to Rule 424(b)(3) (Registration No.: 333-261640) on December 23, 2021.
CUSIP No. 45032V108
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1
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NAME OF REPORTING PERSONS
George H. Scholl
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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) ☐
(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 |
5
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SOLE VOTING POWER
843,231(1)
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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
843,231(1)
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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
843,231(1)
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10
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CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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□
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
9.7%(1)(2)
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12
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
IN
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(1) Includes the 841,981 shares of common stock held by OBF Investments, LLC. As the President and Chief Executive Officer
of OBF Investments, LLC, Mr. Scholl may be deemed to beneficially own the 841,981 shares of common stock held by OBF Investments, LLC. Also includes a total of 1,250 shares of common stock issued upon the vesting and settlement of restricted stock
units (“RSUs”) on September 30, 2021 and December 31, 2021. Does not include 1,250 shares of common stock issuable upon vesting of RSUs, which do not vest within 60 days of December 31, 2021. Additionally, does not include 13,525 shares of common
stock issuable upon exercise of unvested stock options at an exercise price of $8.00 per share, none of which are exercisable within 60 days of December 31, 2021.
(2) Percent of class is calculated based on: (i) 8,729,532 shares of common stock outstanding as of December 9, 2021, as reported in the Issuer’s prospectus filed with the Securities and Exchange Commission pursuant to Rule 424(b)(3)
(Registration No.: 333-261640) on December 23, 2021, plus (ii) 625 shares of common stock issued upon the vesting and settlement of RSUs on December 31, 2021.
CUSIP No. 45032V108
Item 1(a). Name of Issuer:
iSpecimen Inc. (the “Issuer”)
Item 1(b). Address of Issuer’s Principal Executive Offices:
450 Bedford Street
Lexington, MA 02420
Item 2(a). Name of Person Filing:
OBF Investments, LLC and George H. Scholl
Item 2(b). Address of Principal Business Office or, if none, Residence:
The business address of each of OBF Investments, LLC and George H. Scholl is c/o iSpecimen Inc., 450 Bedford Street, Lexington, MA 02420.
Item 2(c). Citizenship:
OBF Investments, LLC is a limited liability company organized and existing under the laws of the State of Florida.
Mr. Scholl is a United States citizen.
Item 2(d). Title of Class of Securities:
Common Stock, par value $0.0001 per share
Item 2(e). CUSIP Number:
45032V108
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:
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(a)
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[ ] Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
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(b)
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[ ] 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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[ ] 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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[ ] Investment company registered under Section 8 of the Investment Company Act of 1940 (15
U.S.C 80a-8);
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CUSIP No. 45032V108
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(e)
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[ ] An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
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(f)
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[ ] 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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[ ] 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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[ ] A savings associations 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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[ ] 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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[ ] A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J);
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(k)
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[ ] Group, in accordance with § 240.13d-1(b)(1)(ii)(K).
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If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution: ____
Not applicable.
Item 4. Ownership:
OBF Investments, LLC:
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(a)
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Amount Beneficially Owned: 841,981 shares of common stock.
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(b)
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Percent of Class: 9.6% , which is calculated based on 8,729,532 shares of common stock outstanding as of December 9, 2021, as reported in the Issuer’s prospectus filed with the
Securities and Exchange Commission pursuant to Rule 424(b)(3) (Registration No.: 333-261640) on December 23, 2021.
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(c)
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Number of shares as to which such person has:
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| (i) |
Sole power to vote or to direct the vote: 841,981
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| (ii) |
Shared power to vote or to direct the vote: 0
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| (iii) |
Sole power to dispose or to direct the disposition of: 841,981
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| (iv) |
Shared power to dispose or to direct the disposition of: 0
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CUSIP No. 45032V108
George Scholl:
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(a)
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Amount Beneficially Owned: 843,231 shares of common stock.
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Includes the 841,981 shares of common stock held by OBF Investments, LLC. As the President and Chief Executive Officer of OBF Investments, LLC, Mr. Scholl may be deemed to beneficially own the 841,981
shares of common stock held by OBF Investments, LLC.
Also includes a total of 1,250 shares of common stock issued upon the vesting and settlement of restricted stock units (“RSUs”) on September 30, 2021 and December 31, 2021. These RSUs were awarded as
compensation for Mr. Scholl’s service as a director of the Issuer. Does not include 1,250 shares of common stock issuable upon vesting of RSUs, which do not vest within 60 days of December 31, 2021. Additionally, does not include 13,525 shares of
common stock issuable upon exercise of unvested stock options at an exercise price of $8.00 per share, none of which are exercisable within 60 days of December 31, 2021.
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(b)
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Percent of Class: 9.7%, which is calculated based on: (i) 8,729,532 shares of common stock outstanding as of December 9, 2021, as reported in the Issuer’s prospectus filed with the Securities
and Exchange Commission pursuant to Rule 424(b)(3) (Registration No.: 333-261640) on December 23, 2021, plus (ii) 625 shares of common stock issued upon the vesting and settlement of RSUs on December 31, 2021.
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(c)
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Number of shares as to which such person has:
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| (i) |
Sole power to vote or to direct the vote: 843,231
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| (ii) |
Shared power to vote or to direct the vote: 0
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| (iii) |
Sole power to dispose or to direct the disposition of: 843,231
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| (iv) |
Shared power to dispose or to direct the disposition of: 0
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Item 5. Ownership of Five Percent or Less of a Class:
Not Applicable
Item 6. Ownership of More than Five Percent on Behalf of Another Person:
Not Applicable
Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the
Parent Holding Company or Control Person:
Not Applicable
Item 8. Identification and Classification of Members of the Group:
Not Applicable
Item 9. Notice of Dissolution of Group:
Not Applicable
Item 10. Certifications:
Not Applicable
Exhibit List:
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Exhibit No.
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Description
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99.1
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CUSIP No. 45032V108
SIGNATURE
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.
Date: February 14, 2022
OBF Investments, LLC
/s/ George H. Scholl
By: George H. Scholl
Its: President and Chief Executive Officer
/s/ George H. Scholl
George H. Scholl