UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D/A
(Amendment No. 1)*
Under the Securities Exchange Act of 1934
DYNASIL CORPORATION OF AMERICA
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(Name of Issuer)
Common Stock, par value $0.0005 per share
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(Title of Class of Securities)
268102100
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(CUSIP Number)
Peter Sulick
313 Washington Street, Suite 403
Newton, Massachusetts 02458
617-668-6855
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(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
April 6, 2014
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(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 Sections 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 Sections 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 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).
(Continued on the following pages)
1 NAMES OF REPORTING PERSON
Peter Sulick
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see
instructions)
(a) [ ]
(b) [ ]
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3 SEC USE ONLY
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4 SOURCE OF FUNDS (see instructions)
PF, SC
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5 CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEM 2(d) or 2(e)
[ ]
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6 CITIZENSHIP OR PLACE OF ORGANIZATION
United States
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NUMBER OF SHARES 7 SOLE VOTING POWER 1,426,660
BENEFICIALLY OWNED BY 8 SHARED VOTING POWER 0
EACH REPORTING 9 SOLE DISPOSITIVE POWER 1,426,660
PERSON WITH 10 SHARED DISPOSITIVE POWER 0
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11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH
REPORTING PERSON
1,426,660
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12 CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
(see instructions)
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13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11
8.7% (1)
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14 TYPE OF REPORTING PERSON (See Instructions)
IN
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(1) Percentage calculations based on 16,424,539 shares of Dynasil
Common Stock outstanding as of April 2, 2015.
Item 1. Security and Issuer
This Amendment No. 1 to the initial Statement on Schedule 13D
(the "Schedule 13D") filed with the Securities and Exchange
Commission on August 23, 2011 relates to the shares of common
stock, par value $0.0005 per share (the "Common Stock"), of
Dynasil Corporation of America, a Delaware corporation ("Dynasil").
Except as expressly set forth herein, there have been no changes
to the information set forth in the Schedule 13D. Information
given in response to each item shall be deemed incorporated
by reference in all other items, as applicable.
Dynasil's principal executive offices are located at
313 Washington Street, Suite 403, Newton, Massachusetts, 02458.
Dynasil's telephone number is (617) 668-6855.
Item 2. Identity and Background
Item 2 is hereby amended and restated in its entirety as follows:
This Statement is filed by Peter Sulick ("Mr. Sulick"). Mr.
Sulick is an individual and citizen of the United States.
Mr. Sulick's principal occupation is Chairman, CEO, and
President of Dynasil Corporation of America. Mr. Sulick's
business address is 313 Washington Street, Suite 403,
Newton, Massachusetts 02458.
During the last five years, Mr. Sulick has not been (a) convicted
in a criminal proceeding (excluding traffic violations or
similar misdemeanors) or (b) 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 to, federal or
state securities laws or finding any violation with respect
to such laws.
Item 3. Source and Amount of Funds or Other Consideration
Item 3 is hereby amended and restated in its entirety as follows:
The source and amount of funds used by Mr. Sulick to acquire the
785,729 shares of Common Stock as described in Item 5 below were
Mr. Sulick's personal funds in the amount of $154,000 and his
compensation for service as a Director, President and CEO
of Dynasil in the amount of $538,248.
Item 4. Purpose of the Transaction
Item 4 is hereby amended and restated in its entirety as follows:
The purposes of the transactions were to both compensate Mr. Sulick
for his services as a Director, President and CEO of Dynasil,
under policies described in Dynasil's Proxy Statement pursuant
to Section 14(a) of the Securities Exchange Act of 1934, and
to permit Mr. Sulick to acquire a significant equity position
in Dynasil in connection with his role as Director, President
and CEO of Dynasil.
Mr. Sulick does not have any plan or proposal that relates to
or would result in any of the transactions described in
subparagraphs (a) through (j) of Item 4 to Schedule 13D.
Item 5. Interest in Securities of the Issuer
The disclosure in the Schedule 13D made pursuant to Items
5(a) and 5(b) is hereby amended and restated in its entirety
as follows:
Mr. Sulick beneficially owns 8.7% of the issued and outstanding
shares of Common Stock, based on 16,424,539 shares of Common
Stock issued and outstanding as of April 2, 2015.
Mr. Sulick has the sole power to vote or to direct the vote
and sole power to dispose or direct the disposition of
1,426,660 shares of Common Stock beneficially owned by him.
The disclosure in the Schedule 13D made pursuant to Item 5(c)
is hereby supplemented with the following:
Below is a summary of historical transactions by Mr. Sulick
with respect to the Common Stock that have occurred since
the filing date of the Schedule 13D. All of the transactions
described herein were reported by Mr. Sulick on Section 16
filings on Form 4.
.. On January 13, 2012, under the terms of Dynasil's 2010
Stock Incentive Plan, Mr. Sulick transacted a net exercise
of 138,373 options to purchase 41,205 shares of Common Stock.
.. On April 6, 2015, Mr. Sulick purchased 140,000 shares of
Common Stock, at a price of $1.10 per share, from an
educational institution in the Boston area in a private
transaction.
.. Mr. Sulick received the following awards of restricted
Common Stock as equity compensation for his service as
a director and the President and CEO of Dynasil: 19,524
restricted shares awarded on February 1, 2012; 100,000
restricted shares awarded on July 30, 2012; 100,000
restricted shares awarded on July 30, 2012; 25,000
restricted shares awarded on January 2, 2013; 300,000
restricted shares awarded on June 10, 2013; 40,000
restricted shares awarded on May 23, 2014; and 20,000
restricted shares awarded on February 23, 2015.
Except as set forth above, there have been no transactions with
respect to the Common Stock during the sixty days prior to the date hereof
by Mr. Sulick.
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: April 13, 2015 /s/ Peter Sulick
Peter Sulick