The Concerned Share Holders (it may appear that they are concerned or
does it appear that they are gold diggers. I guessthe question is why are they so concerned)
Obviously these concerned stock holders are not good readers or they would realize that in less than a year, Chan has taken over and hired a number of people to turn this company around. He has ordered the development of new technology to protect the people in the companies he is involved with and about to roll it out to them. This new technology will also provide more revenue in a month than DSS has made in a year. In a world that is larger than these concerned shareholders, it can take years to put together a product that will make millions and Chan has done this is less than a year. They need to take a look at the numbers, sit back and watch this stock explode as this new strategy rolls out and makes us all wealthy. However, I think this is more about them taking control of a company that is in the right place at the right time.
Here is the real proof of what has been going on, and they are ignoring it. You will notice this started less than a year ago in December. So my opinion is to stick with Chan !!!!!!
Page 1
Type Category Filing Date Amended
DEFA14C DEFA14C 11/20/2019
DEFC14A DEFC14A 11/18/2019 •
PREC14A PREC14A 11/15/2019 •
PREC14A PREC14A 11/15/2019 •
DEF 14A Proxy Statement 11/15/2019 •
3 New Insider 11/14/2019
PREC14A PREC14A 11/13/2019 •
10-Q Quarterly Financials 11/13/2019
PREC14A PREC14A 11/12/2019 •
PREC14A PREC14A 11/12/2019 •
8-K Company Events 11/8/2019
DFAN14A DFAN14A 11/5/2019 •
4 Insider Buy/Sell 11/5/2019
SC 13D/A SC 13D/A 11/5/2019 •
PREN14A PREN14A 11/5/2019 •
PRE 14A PRE 14A 11/4/2019 •
SC 13D Acquisition Statement 11/1/2019
8-K Company Events 11/1/2019
DFAN14A DFAN14A 10/30/2019 •
8-K Company Events 10/25/2019
Page 2
Type Category Filing Date Amended
8-K Company Events 10/17/2019
8-K Company Events 10/7/2019
3 New Insider 8/14/2019
3 New Insider 8/13/2019
10-Q Quarterly Financials 8/13/2019
8-K Company Events 8/7/2019
SC 13D/A SC 13D/A 7/31/2019 •
4 Insider Buy/Sell 7/25/2019
4 Insider Buy/Sell 7/24/2019
4 Insider Buy/Sell 7/24/2019
4 Insider Buy/Sell 7/24/2019
4 Insider Buy/Sell 7/24/2019
4 Insider Buy/Sell 7/24/2019
4 Insider Buy/Sell 7/24/2019
4 Insider Buy/Sell 7/24/2019
4 Insider Buy/Sell 7/24/2019
4 Insider Buy/Sell 7/24/2019
3 New Insider 7/18/2019
8-K Company Events 7/16/2019
8-K Company Events 7/2/2019
Page 3
Type Category Filing Date Amended
8-K Company Events 6/14/2019
8-K Company Events 6/13/2019
SC 13D/A SC 13D/A 6/11/2019 •
4 Insider Buy/Sell 6/10/2019
4 Insider Buy/Sell 6/10/2019
8-K Company Events 6/6/2019
424B5 Prospectus 6/6/2019
424B5 Prospectus 6/5/2019
8-K Company Events 6/3/2019
4 Insider Buy/Sell 5/21/2019
8-K Company Events 5/21/2019
10-Q Quarterly Financials 5/14/2019
3 New Insider 5/13/2019
424B3 Prospectus 5/10/2019
8-K Company Events 5/10/2019
3 New Insider 5/9/2019
3 New Insider 5/9/2019
EFFECT EFFECT 5/8/2019
S-3/A S-3/A 5/3/2019 •
8-K Company Events 5/2/2019
Page 4
Type Category Filing Date Amended
8-K Company Events 4/30/2019
10-K/A Annual Financials 4/26/2019 •
3 New Insider 4/19/2019
8-K Company Events 4/17/2019
8-K Company Events 4/16/2019
8-K Company Events 4/11/2019
8-K Company Events 4/11/2019
8-K Company Events 4/10/2019
S-3 Registration Statement 4/5/2019
8-K Company Events 3/28/2019
SC 13D/A SC 13D/A 3/27/2019 •
8-K Company Events 3/27/2019
4 Insider Buy/Sell 3/26/2019
10-K Annual Financials 3/15/2019
4 Insider Buy/Sell 3/6/2019
8-K Company Events 2/22/2019
SC 13D/A SC 13D/A 2/20/2019 •
4 Insider Buy/Sell 2/20/2019
3 New Insider 2/19/2019
8-K Company Events 2/15/2019
Page 5
4 Insider Buy/Sell 12/18/2018
SC 13D/A SC 13D/A 12/18/2018 •
8-K Company Events 12/10/2018
8-K Company Events 11/30/2018
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 2)
DOCUMENT SECURITY SYSTEMS, INC.
(Name of Issuer)
Common Stock, par value $0.02 per share
(Title of Class of Securities)
25614T200
(CUSIP Number)
Jeffrey D’Angelo, Vice President, General Counsel
Document Security Systems, Inc.
200 Canal View Blvd., Suite 300
Rochester, New York 14623
with copy to:
Alexander M. Donaldson
Wyrick Robbins Yates & Ponton LLP
4101 Lake Boone Trail, Suite 300
Raleigh, North Carolina 27607
Telephone: (919) 781-4000
(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
December 17, 2018
(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(b) 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. 25614T200
Page 2 of 4
SCHEDULE 13D
CUSIP No. 25614T200
1
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Heng Fai Ambrose Chan
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [ ]
(b) [ ]
3
SEC USE ONLY
4
SOURCE OF FUNDS (See Instructions)
AF and PF
5
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(D) OR 2(E)
[ ]
6
CITIZENSHIP OR PLACE OF ORGANIZATION
Republic of Singapore
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
7
SOLE VOTING POWER
2,972,443(1)
8
SHARED VOTING POWER
9
SOLE DISPOSITIVE POWER
2,972,443(1)
10
SHARED DISPOSITIVE POWER
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,972,443(1)
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)
[ ]
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
17.06% (2)
14
TYPE OF REPORTING PERSON (See Instructions)
IN
1 Consists of (a) 1,786,531 shares of common stock, par value $0.02 per share of Document Security Systems, Inc. (the “Common Stock”) held by Heng Fai Holdings Limited (“Heng Fai Holdings”), (b) 500,000 shares of Common Stock held by BMI Capital Partners International Limited (“BMI Capital”), (c) 683,000 shares of Common Stock held by Hengfai Business Development Pte Ltd. (“Hengfai Business Development”), and (d) 2,912 shares of Common Stock held by the Reporting Person.
2 Based on 17,425,858 shares of Common Stock outstanding as of December 17, 2018.
CUSIP No. 25614T200
Page 3 of 4
This Amendment No. 2 on Schedule 13D amends the statement on Schedule 13D, filed with the SEC on September 15, 2017, as amended by Amendment No. 1, filed with the SEC on July 6, 2018 (the “Amended Original Schedule 13D”), which relates to the Common Stock of the Issuer filed by Heng Fai Ambrose Chan (the “Reporting Person”). Except as previously amended and expressly amended below, Amended Original Schedule 13D remains in effect and capitalized terms not defined herein are defined in the Amended Original Schedule 13D.
Item 4. Purpose of Transaction
The Reporting Person is in the process of identifying individuals to potentially serve as directors of the Issuer.
The Reporting Person has increased his ownership in the Issuer and may add to his holdings of the Issuer’s common stock in the future.
Item 5. Interest in Securities of the Issuer
(a) Personal ownership by reporting person Heng Fai Ambrose Chan: 2,912 shares of Issuer’s common stock, par value $0.02 per share.
Ownership by affiliate Heng Fai Holdings Limited: 1,786,531 shares of Issuer’s common stock, par value $0.02 per share.
Ownership by affiliate BMI Capital Partners International Limited: 500,000 shares of Issuer’s common stock, par value $0.02 per share.
Ownership by affiliate Hengfai Business Development Pte. Ltd.: 683,000 shares of Issuer’s common stock, par value $0.02 per share.
(c)
Each of the transactions described in this 5(c) were reported on Forms 4 filed by the Reporting Person filed with the SEC pursuant to Section 16 of the Act and are available on the SEC’s website at www.sec.gov. The information reported in such filing is expressly incorporated herein.
CUSIP No. 25614T200
Page 4 of 4
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.
12/18/2018
Dated
/s/ Heng Fai Ambrose Chan
Signature
Heng Fai Ambrose Chan
Name
The original statement shall be signed by each person on whose behalf the statement is filed or his authorized representative. If the statement is signed on behalf of a person by his authorized representative (other than an executive officer or general partner of this filing person), evidence of the representative’s authority to sign on behalf of such person shall be filed with the statement, provided, however, that a power of attorney for this purpose which is already on file with the Commission may be incorporated by reference. The name and any title of each person who signs the statement shall be typed or printed beneath his signature.
Attention: Intentional misstatements or omissions of fact constitute Federal criminal violations (See 18 U.S.C. 1001).
does it appear that they are gold diggers. I guessthe question is why are they so concerned)
Obviously these concerned stock holders are not good readers or they would realize that in less than a year, Chan has taken over and hired a number of people to turn this company around. He has ordered the development of new technology to protect the people in the companies he is involved with and about to roll it out to them. This new technology will also provide more revenue in a month than DSS has made in a year. In a world that is larger than these concerned shareholders, it can take years to put together a product that will make millions and Chan has done this is less than a year. They need to take a look at the numbers, sit back and watch this stock explode as this new strategy rolls out and makes us all wealthy. However, I think this is more about them taking control of a company that is in the right place at the right time.
Here is the real proof of what has been going on, and they are ignoring it. You will notice this started less than a year ago in December. So my opinion is to stick with Chan !!!!!!
Page 1
Type Category Filing Date Amended
DEFA14C DEFA14C 11/20/2019
DEFC14A DEFC14A 11/18/2019 •
PREC14A PREC14A 11/15/2019 •
PREC14A PREC14A 11/15/2019 •
DEF 14A Proxy Statement 11/15/2019 •
3 New Insider 11/14/2019
PREC14A PREC14A 11/13/2019 •
10-Q Quarterly Financials 11/13/2019
PREC14A PREC14A 11/12/2019 •
PREC14A PREC14A 11/12/2019 •
8-K Company Events 11/8/2019
DFAN14A DFAN14A 11/5/2019 •
4 Insider Buy/Sell 11/5/2019
SC 13D/A SC 13D/A 11/5/2019 •
PREN14A PREN14A 11/5/2019 •
PRE 14A PRE 14A 11/4/2019 •
SC 13D Acquisition Statement 11/1/2019
8-K Company Events 11/1/2019
DFAN14A DFAN14A 10/30/2019 •
8-K Company Events 10/25/2019
Page 2
Type Category Filing Date Amended
8-K Company Events 10/17/2019
8-K Company Events 10/7/2019
3 New Insider 8/14/2019
3 New Insider 8/13/2019
10-Q Quarterly Financials 8/13/2019
8-K Company Events 8/7/2019
SC 13D/A SC 13D/A 7/31/2019 •
4 Insider Buy/Sell 7/25/2019
4 Insider Buy/Sell 7/24/2019
4 Insider Buy/Sell 7/24/2019
4 Insider Buy/Sell 7/24/2019
4 Insider Buy/Sell 7/24/2019
4 Insider Buy/Sell 7/24/2019
4 Insider Buy/Sell 7/24/2019
4 Insider Buy/Sell 7/24/2019
4 Insider Buy/Sell 7/24/2019
4 Insider Buy/Sell 7/24/2019
3 New Insider 7/18/2019
8-K Company Events 7/16/2019
8-K Company Events 7/2/2019
Page 3
Type Category Filing Date Amended
8-K Company Events 6/14/2019
8-K Company Events 6/13/2019
SC 13D/A SC 13D/A 6/11/2019 •
4 Insider Buy/Sell 6/10/2019
4 Insider Buy/Sell 6/10/2019
8-K Company Events 6/6/2019
424B5 Prospectus 6/6/2019
424B5 Prospectus 6/5/2019
8-K Company Events 6/3/2019
4 Insider Buy/Sell 5/21/2019
8-K Company Events 5/21/2019
10-Q Quarterly Financials 5/14/2019
3 New Insider 5/13/2019
424B3 Prospectus 5/10/2019
8-K Company Events 5/10/2019
3 New Insider 5/9/2019
3 New Insider 5/9/2019
EFFECT EFFECT 5/8/2019
S-3/A S-3/A 5/3/2019 •
8-K Company Events 5/2/2019
Page 4
Type Category Filing Date Amended
8-K Company Events 4/30/2019
10-K/A Annual Financials 4/26/2019 •
3 New Insider 4/19/2019
8-K Company Events 4/17/2019
8-K Company Events 4/16/2019
8-K Company Events 4/11/2019
8-K Company Events 4/11/2019
8-K Company Events 4/10/2019
S-3 Registration Statement 4/5/2019
8-K Company Events 3/28/2019
SC 13D/A SC 13D/A 3/27/2019 •
8-K Company Events 3/27/2019
4 Insider Buy/Sell 3/26/2019
10-K Annual Financials 3/15/2019
4 Insider Buy/Sell 3/6/2019
8-K Company Events 2/22/2019
SC 13D/A SC 13D/A 2/20/2019 •
4 Insider Buy/Sell 2/20/2019
3 New Insider 2/19/2019
8-K Company Events 2/15/2019
Page 5
4 Insider Buy/Sell 12/18/2018
SC 13D/A SC 13D/A 12/18/2018 •
8-K Company Events 12/10/2018
8-K Company Events 11/30/2018
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 2)
DOCUMENT SECURITY SYSTEMS, INC.
(Name of Issuer)
Common Stock, par value $0.02 per share
(Title of Class of Securities)
25614T200
(CUSIP Number)
Jeffrey D’Angelo, Vice President, General Counsel
Document Security Systems, Inc.
200 Canal View Blvd., Suite 300
Rochester, New York 14623
with copy to:
Alexander M. Donaldson
Wyrick Robbins Yates & Ponton LLP
4101 Lake Boone Trail, Suite 300
Raleigh, North Carolina 27607
Telephone: (919) 781-4000
(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
December 17, 2018
(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(b) 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. 25614T200
Page 2 of 4
SCHEDULE 13D
CUSIP No. 25614T200
1
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Heng Fai Ambrose Chan
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [ ]
(b) [ ]
3
SEC USE ONLY
4
SOURCE OF FUNDS (See Instructions)
AF and PF
5
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(D) OR 2(E)
[ ]
6
CITIZENSHIP OR PLACE OF ORGANIZATION
Republic of Singapore
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
7
SOLE VOTING POWER
2,972,443(1)
8
SHARED VOTING POWER
9
SOLE DISPOSITIVE POWER
2,972,443(1)
10
SHARED DISPOSITIVE POWER
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,972,443(1)
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)
[ ]
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
17.06% (2)
14
TYPE OF REPORTING PERSON (See Instructions)
IN
1 Consists of (a) 1,786,531 shares of common stock, par value $0.02 per share of Document Security Systems, Inc. (the “Common Stock”) held by Heng Fai Holdings Limited (“Heng Fai Holdings”), (b) 500,000 shares of Common Stock held by BMI Capital Partners International Limited (“BMI Capital”), (c) 683,000 shares of Common Stock held by Hengfai Business Development Pte Ltd. (“Hengfai Business Development”), and (d) 2,912 shares of Common Stock held by the Reporting Person.
2 Based on 17,425,858 shares of Common Stock outstanding as of December 17, 2018.
CUSIP No. 25614T200
Page 3 of 4
This Amendment No. 2 on Schedule 13D amends the statement on Schedule 13D, filed with the SEC on September 15, 2017, as amended by Amendment No. 1, filed with the SEC on July 6, 2018 (the “Amended Original Schedule 13D”), which relates to the Common Stock of the Issuer filed by Heng Fai Ambrose Chan (the “Reporting Person”). Except as previously amended and expressly amended below, Amended Original Schedule 13D remains in effect and capitalized terms not defined herein are defined in the Amended Original Schedule 13D.
Item 4. Purpose of Transaction
The Reporting Person is in the process of identifying individuals to potentially serve as directors of the Issuer.
The Reporting Person has increased his ownership in the Issuer and may add to his holdings of the Issuer’s common stock in the future.
Item 5. Interest in Securities of the Issuer
(a) Personal ownership by reporting person Heng Fai Ambrose Chan: 2,912 shares of Issuer’s common stock, par value $0.02 per share.
Ownership by affiliate Heng Fai Holdings Limited: 1,786,531 shares of Issuer’s common stock, par value $0.02 per share.
Ownership by affiliate BMI Capital Partners International Limited: 500,000 shares of Issuer’s common stock, par value $0.02 per share.
Ownership by affiliate Hengfai Business Development Pte. Ltd.: 683,000 shares of Issuer’s common stock, par value $0.02 per share.
(c)
Each of the transactions described in this 5(c) were reported on Forms 4 filed by the Reporting Person filed with the SEC pursuant to Section 16 of the Act and are available on the SEC’s website at www.sec.gov. The information reported in such filing is expressly incorporated herein.
CUSIP No. 25614T200
Page 4 of 4
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.
12/18/2018
Dated
/s/ Heng Fai Ambrose Chan
Signature
Heng Fai Ambrose Chan
Name
The original statement shall be signed by each person on whose behalf the statement is filed or his authorized representative. If the statement is signed on behalf of a person by his authorized representative (other than an executive officer or general partner of this filing person), evidence of the representative’s authority to sign on behalf of such person shall be filed with the statement, provided, however, that a power of attorney for this purpose which is already on file with the Commission may be incorporated by reference. The name and any title of each person who signs the statement shall be typed or printed beneath his signature.
Attention: Intentional misstatements or omissions of fact constitute Federal criminal violations (See 18 U.S.C. 1001).
