UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

 

SCHEDULE 13G/A

 

Under the Securities Exchange Act of 1934

(Amendment No. 2)

 

  Adial Pharmaceuticals, Inc.  
  (Name of Issuer)  
     
  Common Stock, par value $0.001 per share  
  (Title of Class of Securities)  
     
  00688A106  
  (CUSIP Number)  
     
  December 31, 2021 Year End  
  (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)

 

 

 

 
 


 

 

CUSIP No. 00688A106

 

   

 

1

NAME OF REPORTING PERSONS

S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

 

Mark Howard Peikin

 

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*

 

(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

 

904,444 (1)

6

SHARED VOTING POWER

 

0

7

SOLE DISPOSITIVE POWER

 

904,444 (1)

8

SHARED DISPOSITIVE POWER

 

0

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

904,444 (1)

 

10

CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)

 

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

4.4% (Based upon 20,448,156 outstanding shares of common stock as of February 14, 2022)

 

12

TYPE OF REPORTING PERSON*

 

IN

 

 
 

 

 

CUSIP No. 00688A106

 

 

 

Item 1(a). Name of Issuer:

 

This Amendment No.2 amends the statement on Schedule 13G filed on August 18, 2021, with respect to Common Stock, $0.001 par value, of Adial Pharmaceuticals, Inc. (the “Issuer”).

 

Item 1(b). Address of Issuer’s Principal Executive Offices:

 

1180 Seminole Trail, Suite 495

Charlottesville, Virginia 29902

United States of America

 

Item 2(a). Name of Person Filing.

 

Mark Howard Peikin.

 

Item 2(b). Address of Principal Business Office or, if None, Residence.

 

1875 N.W. Corporate Blvd., Ste 290, Boca Raton, FL 33431.

 

Item 2(c). Citizenship.

 

United States.

 

Item 2(d). Title of Class of Securities.

 

Common stock, par value $0.001 per share.

 

Item 2(e). CUSIP Number.

 

00688A106

 

Item 3.  If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:

Not applicable.

 

Item 4. Ownership.

 

  (a) Amount beneficially owned: 904,444 (1)
  (b) Percent of class: 4.4%
  (c) Number of shares as to which the Reporting Person has:

 

  (i) Sole power to vote or to direct the vote: 904,444 (1)
  (ii) Shared power to vote or to direct the vote: 0
  (iii) Sole power to dispose or to direct the disposition of: 904,444 (1)
  (iv) Shared power to dispose or to direct the disposition of: 0
   
(1)Mark Howard Peikin is the beneficial owner of Bespoke Growth Partners, Inc. and has the power to vote and dispose of the 340,000 shares and 150,000 warrants of the Issuer held by Bespoke Growth Partners, Inc. Further, Mark Howard Peikin beneficially owns 295,000 shares and 119,444 options of the Issuer directly in his own name, and he has the power to vote and dispose of such shares.

 

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 by the Parent Holding Company.

 

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.

 

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect. 

 

 
 

 

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 14, 2022 By: /s/ Mark Howard Peikin
    Mark Howard Peikin