| SECURITIES AND EXCHANGE
COMMISSION Washington, D.C. 20549 |
SCHEDULE 13G |
UNDER THE SECURITIES EXCHANGE ACT OF 1934
|
(Amendment
No. 2
)*
|
ASP Isotopes Inc. (Name of Issuer) |
Common Stock, $0.01 par value (Title of Class of Securities) |
00218A105 (CUSIP Number) |
12/31/2024 (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) |
SCHEDULE 13G |
| CUSIP No. | 00218A105 |
| 1 | Names of Reporting Persons Mann Paul Elliot | ||||||||
| 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 UNITED KINGDOM | ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting
Person 7,712,982.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes
certain shares (See Instructions) | ||||||||
| 11 | Percent of class represented by amount in row (9) 10.8 % | ||||||||
| 12 | Type of Reporting Person (See Instructions) IN |
Comment for Type of Reporting Person:
Items 5, 7 and 9 - 6,824,093 shares of Common Stock held directly by Paul Mann and (2) 1,104,889 shares of Common Stock issuable upon the exercise of warrants exercisable within 60 days of December 31, 2024.
Item 11 - This percentage calculation is based on 71,390,107 outstanding shares as of November 13, 2024, as set forth in the Issuer's Quarterly Report on Form 10-Q as filed with the SEC on November 19, 2024.
SCHEDULE 13G |
| Item 1. | |
| (a) | Name of issuer: ASP Isotopes Inc. |
| (b) | Address of issuer's principal executive
offices: 601 PENNSYLVANIA AVENUE NW, SOUTH BUILDING, SUITE 900, WASHINGTON, DISTRICT OF COLUMBIA, 20004. |
| Item 2. | |
| (a) | Name of person filing: Paul E. Mann |
| (b) | Address or principal business office or, if
none, residence: 601 Pennsylvania Avenue NW, South Building, Suite 900, Washington DC 20004 |
| (c) | Citizenship: United Kingdom |
| (d) | Title of class of securities: Common Stock, $0.01 par value |
| (e) | CUSIP No.: 00218A105 |
| Item 4. | Ownership |
| (a) | Amount beneficially owned: 7,712,982 shares |
| (b) | Percent of class: 10.8 % |
| (c) | Number of shares as to which the person has: |
| (i) Sole power to vote or to direct the vote: 7,712,982 shares | |
| (ii) Shared power to vote or to direct the
vote: 0 | |
| (iii) Sole power to dispose or to direct the
disposition of: 7,712,982 shares | |
| (iv) Shared power to dispose or to direct the
disposition of: 0 | |
| Item 6. | Ownership of more than 5 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
|
| 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. |
|
|