UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
VIVOS THERAPEUTICS, INC.
(Name of Issuer)
Common stock, par value $0.0001 per share
(Title of Class of Securities)
92859E108
(CUSIP Number)
December 31, 2020
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
* 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 92859E108
| 1. | Names of Reporting Persons Himmat LP |
| 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 Arizona |
Number of Shares Beneficially Owned By Each Reporting Person With: | 5. | Sole Voting Power 3,219,705 (1) |
| 6. | Shared Voting Power 0 |
| 7. | Sole Dispositive Power 3,219,705 (1) |
| 8. | Shared Dispositive Power 0 |
| 9. | Aggregate Amount Beneficially Owned by Each Reporting Person 3,219,705 (1) |
| 10. | Check if the Aggregate Amount in Row (9) Excludes Certain Shares |
| 11. | Percent of Class Represented by Amount in Row (9) 17.7% (1) |
| 12. | Type of Reporting Person (See Instructions) PN |
(1) See Item 4.
CUSIP 92859E108
| 1. | Names of Reporting Persons G. Dave Singh |
| 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 States |
Number of Shares Beneficially Owned By Each Reporting Person With: | 5. | Sole Voting Power 0 |
| 6. | Shared Voting Power 3,219,705 (1) |
| 7. | Sole Dispositive Power 0 |
| 8. | Shared Dispositive Power 3,219,705 (1) |
| 9. | Aggregate Amount Beneficially Owned by Each Reporting Person 3,219,705 (1) |
| 10. | Check if the Aggregate Amount in Row (9) Excludes Certain Shares |
| 11. | Percent of Class Represented by Amount in Row (9) 17.7% (1) |
| 12. | Type of Reporting Person (See Instructions) IN |
(1) See Item 4.
Vivos Therapeutics, Inc. (the “Issuer”)
| Item 1(b). | Address of the Issuer’s Principal Executive Offices |
9137 Ridgeline Boulevard, Suite 135
Highlands Ranch, Colorado 80129
| Item 2(a). | Names of Persons Filing |
Himmat LP and G. Dave Singh (collectively, the “Reporting Persons”)
| Item 2(b). | Address of the Principal Business Office, or if none, Residence: |
Himmat LP
12 Lomita Linda
Sandia Park, NM 87047
Himmat LP is an Arizona limited partnership. G. Dave Singh is a citizen of the United States of America.
| Item 2(d). | Title of Class of Securities |
Common stock, $0.0001 par value per share.
92859E108
| Item 3. | If this statement is filed pursuant to Rules 13d-1(b), or 13d-2(b) or (c), check whether the person filing is a: |
| | [ ] | (a) Broker or Dealer registered under Section 15 of the Exchange Act. |
| | | |
| | [ ] | (b) Bank as defined in Section 3(a)(b) or the Exchange Act. |
| | | |
| | [ ] | (c) Insurance company as defined in Section 3(a)(19) of the Exchange Act. |
| | | |
| | [ ] | (d) Investment company registered under Section 8 of the Investment Company Act. |
| | | |
| | [ ] | (e) An Investment adviser in accordance with Rule 13d-1 (b)(1)(ii)(e). |
| | | |
| | [ ] | (f) An employee benefit plan or endowment fund in accordance with Rule 13d 1(b)(1)(ii)(f). |
| | | |
| | [ ] | (g) A Parent Holding Company or control person in accordance with Rule 13d 1(b)(1)(ii)(g). |
| | [ ] | (h) A Savings Association as defined in Section 3(b) of the Federal Deposit Insurance Act. |
| | | |
| | [ ] | (i) A Church Plan that is excluded from the definition of an investment company under Section 3 (c)(14) of the Investment Company Act. |
| | | |
| | [ ] | (j) Group, in accordance with Rule 13d-1 (b)(1)(ii)(j). |
| | | |
| | | Not applicable |
The responses to Items 5-10 of the cover pages of this Schedule 13G are incorporated herein by reference.
As of December 31, 2020, each of G. Dave Singh and Himmat LP may be deemed to beneficially own 3,219,705 shares of the Issuer’s common stock, representing 17.7% of the total shares of common stock issued and outstanding.
The percentages of the shares of common stock held by the Reporting Persons are based on 18,191,675 shares of common stock issued and outstanding as of December 14, 2020 as reported in the Issuer’s prospectus (File No. 333-249412) filed with the Securities and Exchange Commission on December 14, 2020.
Himmat LP is the record holder of 3,219,705 shares of common stock. G. Dave Singh is a member and manager of Himmat LP and has voting and investment discretion with respect to the common stock held of record by Himmat LP. As such, G. Dave Singh may be deemed to have beneficial ownership of the securities held of record by Himmat LP.
| 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
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.
Date: February 16, 2021
| | Himmat LP |
| | | |
| | By: | /s/ G. Dave Singh |
| | Name: | G. Dave Singh |
| | Title: | Member and Manager |
| | /s/ G. Dave Singh |
| | G. Dave Singh |
