UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
Dala Petroleum Corp.
(Name of Issuer)
Common Stock
(Title of Class of Securities)
23426Y 10 3
(CUSIP Number)
Callie Jones
175 South Main Street
Fifteenth Floor
Salt Lake City, Utah 84111
(801) 303-5721
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
June 3, 2014
(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. ¨
Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See §240.13d-7 for other parties to whom copies are to be sent.
* 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. 23426Y 10 3 |
| 13D |
| Page 2 of 4 Pages |
1. | NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) Cottman Family Trust dated 1/17/2000 228-82-6030 Clarence Cottman III, Trustee | ||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions) (a) o (b) x | ||
3. | SEC USE ONLY
| ||
4. | SOURCE OF FUNDS (see instructions) SC, PF | ||
5. | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) o | ||
6. | CITIZENSHIP OR PLACE OF ORGANIZATION United States of America | ||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7. | SOLE VOTING POWER 1,650,000 shares of Common Stock 100 shares of Series A 6% Convertible Preferred Stock convertible into 142,858 shares of Common Stock and 142,858 warrants to purchase Common Stock of the company at $1.35 per share within three years. | |
8. | SHARED VOTING POWER 0 | ||
9. | SOLE DISPOSITIVE POWER 1,650,000 shares of Common Stock 100 shares of Series A 6% Convertible Preferred Stock | ||
10. | SHARED DISPOSITIVE POWER 0 | ||
11. | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,650,000 shares of Common Stock owned by the Cottman Family Trust. 100 shares of Series A 6% Convertible Preferred Stock owned by the Cottman Family Trust convertible into 142,858 shares of Common Stock and 142,858 warrants to purchase Common Stock of the company at $1.35 per share within three years. 100,000 Stock Options issued to Clarence Cottman III exercisable after 6/2/2015 (or upon certain triggering events) that expire on 6/2/20 at an exercise price of $.070 per share. | ||
12. | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions) o
| ||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 13.2%1 | ||
14. | TYPE OF REPORTING PERSON (see instructions) OO | ||
_______________________
1Based on the 12,500,000 shares of Common Stock of the Issuer being outstanding or issuable as of June 4, 2014.
CUSIP No. 23426Y 10 3 |
| 13D |
| Page 3 of 4 Pages |
Item 1. Security and Issuer.
The class of equity securities to which this statement on Schedule 13D (this “Schedule 13D”) relates is the common stock, $0.001 per share par value (the “Common Stock”), and the Series A 6% Convertible Preferred Stock (the “Preferred Stock”) of Dala Petroleum Corp., a Delaware corporation (the “Issuer”), with its principal executive offices at 112 Loraine South, Suite 266, Midland, Texas 79701.
Item 2. Identity and Background.
a)
This Schedule 13D is filed by Mr. Clarence Cottman III, trustee of the Cottman Family Trust dated 1/17/2000 (the “Cottman Family Trust”).
b)
The Cottman Family Trust’s principal address is 1010 10th Street, Golden, Colorado 80401.
c)
Mr. Cottman, the trustee of the Cottman Family Trust, has over 30 years of experience in the oil and gas industry, having served in many managerial and executive positions.
d)
During the last five years, Mr. Cottman, the trustee of the Cottman Family Trust, has not been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors).
e)
During the last five years, Mr. Cottman, the trustee of the Cottman Family Trust, has not been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction which resulted in a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.
f)
Mr. Cottman, the trustee of the Cottman Family Trust, is a citizen of the United States of America.
Item 3. Source or Amount of Funds or Other Consideration.
The Cottman Family Trust acquired 1,650,000 shares of Common Stock at $0.001 per share as pro rata consideration for the Merger that was effectuated on June 2, 2014 between the Company and Dala Petroleum Corp. The Cottman Family Trust also subscribed to 100 shares of Series A 6% Convertible Preferred Stock, par value $0.01, in the Company’s Offering that closed on June 3, 2014.
Item 4. Purpose of Transaction.
Investment; director compensation
Item 5. Interest in Securities of the Issuer.
a)
As of the date hereof, Mr. Clarence Cottman, as trustee of the Cottman Family Trust, beneficially owns 1,650,000 shares of common stock of the Company (approximately 13.2%) and 100 shares of Series A 6% Convertible Preferred Stock of the Company (approximately 4.9%)
b)
Number of shares as to which such person has:
·
Sole power to vote or to direct vote:1,650,000 shares of Common Stock
·
Shared power to vote or to direct the vote: 0
·
Sole power to dispose or to direct the disposition of: 1,650,000 shares of Common Stock and 100 shares of Series A 6% Convertible Preferred Stock
·
Shared Power to dispose or to direct the disposition of: 0
c)
The Cottman Family Trust acquired 1,650,000 shares at $0.001 per share as pro rata consideration for the Merger that was effectuated on June 2, 2014 between the Company and Dala Petroleum Corp. The Cottman Family Trust also subscribed 100 shares of Series A 6% Convertible Preferred Stock, par value $0.01, in the Company’s Offering that closed on June 3, 2014 for a total investment amount of $100,000. The transaction was effected under Rule 506 of Regulation D. 100,000 Stock Options issued to Clarence Cottman III exercisable after 6/2/2015 (or upon certain triggering events) that expire on 6/2/20 at an exercise price of $.070 per share.
d)
Not applicable
e)
Not applicable
Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer.
Mr. Cottman, trustee of the Cottman Family Trust, is a director of the Company.
Item 7. Material to Be Filed as Exhibits.
None.
CUSIP No. 23426Y 10 3 |
| 13D |
| Page 4 of 4 Pages |
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.
COMPANY NAME |
|
/s/ Clarence Cottman III Name |
|
Trustee, Cottman Family Trust dated 1/17/2000 Title |
|
September 16, 2014 Date |
