Amended Statement of Beneficial Ownership (sc 13d/a)
2019年4月19日 - 7:05PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND
EXCHANGE COMMISSION
Washington,
D.C. 20549
Amendment No.
2 to
SCHEDULE 13d
Under the Securities
Exchange Act of 1934 (Amendment No. 2)
First Choice Healthcare Solutions, Inc.
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(Name of Issuer)
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Common Stock par value $0.001 per share
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(Title of Class of Securities)
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31949B104
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(CUSIP Number)
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Steward Physician Contracting,
Inc.
111 Huntington Ave.,
Suite 1800
Boston, MA 02199
Attention: General Counsel
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With a copy to (which shall not constitute notice)
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McDermott Will &
Emery LLP
28 State Street
Boston, MA 02109
Attention: Christopher
M. Jedrey, Esq.
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(Name, Address and Telephone Number of Persons Authorized to Receive Notices and Commissions)
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April 17, 2019
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(Date of Event which Requires Filing of this Statement)
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If the filing person has previously filed a
statement on Schedule 130 to report the acquisition that is the subject of this Schedule I 3D. and is filing this schedule because
of 240.13d-1 (e), 240.13d-(f) or 240.13d-1(g), check the following box
¨
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SCHEDULE 13D
1
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NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE
PERSONS (ENTITIES ONLY)
Steward Physician Contracting, Inc.
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP*
(a)
¨
(b)
¨
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS (See Instructions)
AF
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5
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CHECK IF
DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(D) OR 2(E)
¨
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
Massachusetts
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NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
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7
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SOLE VOTING POWER
5,000,000
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8
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SHARED VOTING POWER
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9
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SOLE DISPOSITIVE POWER
5,000,000
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10
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SHARED DISPOSITIVE POWER
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11
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AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
5,000,000
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12
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CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
¨
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13
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PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
15.5%
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14
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TYPE
OF REPORTING PERSON (See Instructions)
co
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Item 1.
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SECURITY AND ISSUER
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This Amendment No. 2 (this “Amendment”) to the Statement on Schedule D (the “Schedule 13D”) filed by the Reporting Person on March 12, 2018 and as amended on April 9, 2018 relates to the common stock, $0.001 par value per share, (the “Common Stock”), of First Choice Healthcare Solutions, Inc., a Delaware corporation (the “Issuer” or the “Company”). The principal executive offices of the Issuer are located at 709 South Harbor City Boulevard, Suite 530, Melbourne, Florida 32901. Each Item below amends and supplements the information disclosed under the corresponding Item of Schedule 13D. Unless otherwise indicated herein, capitalized terms used but not defined in this Amendment No. 2 shall have the same meaning herein as are ascribed to such terms in the Schedule 13D. Except as set forth in this Amendment No. 2, the information contained in Schedule 13D has not been updated or amended.
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Item 4.
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PURPOSE OF THE TRANSACTION
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Item
4 is hereby amended and supplemented to add the following: On April 17, 2019, Dr. Thomas Gill, a director of the Company and a designee of Steward Health Care System LLC, the indirect parent of the Reporting Person (“Steward”), submitted his resignation from the Board of Directors of the Company. Dr. Gill does not serve on any committee of the Board of Directors. Dr. Gill resigned due to a disagreement between Steward and Company regarding the Stock Purchase Agreement dated February 6, 2018 between the Company and Steward Health Care System LLC.
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Item 6.
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CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO SECURITIES OF THE ISSUER
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Item 6 is hereby amended and supplemented incorporating herein by reference the information contained in Item 4, as well as the letter itself, attached as Exhibit 3 hereto.
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Item 7.
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MATERIAL TO BE FILED AS EXHIBITS
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Item 7 is hereby amended and supplemented to add the following exhibit to the Schedule 13D’s existing two Exhibits:
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Exhibit
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Description
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3
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Letter of resignation dated April 17, 2019, from Dr. Thomas Gill, and referenced in Item 4.
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Signature
After reasonable inquiry and to the best of
my knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.
April 17, 2019
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Dated
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STEWARD PHYSICIAN CONTRACTING, INC.
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/s/ Herbert Holtz
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Herbert Holtz, Secretary
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Exhibit
3
to SCHEDULE
13D, Amendment No. 2
Filed with
respect to the following issuer:
First Choice
Healthcare Solutions, Inc.
Filed
by:
Steward
Physician Contracting, Inc.
Exhibit
3 consists of:
Letter
of resignation dated April 17, 20
I
9, from Dr. Thomas Gill, and referenced in Item 4
of Amendment No. 2.
BOSTON SPORTS MEDICINE
& RESEARCH INSTITUTE
New England Baptist Outpatient Care Center
40 Allied Drive, Suite 110
Dedham, MA 02026
Tel: 781-251-3535
Fax: 781-251-3532
www.bostonsportsmedicine.com
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Thomas J. Gill, M.D.
Professor of Orthopedic Surgery
Tufts Medical School
Chairman of Orthopedic Surgery
Steward Healthcare Network
Director, Boston Sports Medicine and
Research Institute
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Date: April 17, 2019
First Choice Healthcare Solutions, Inc.
709 South Harbor City Boulevard
Suite 530
Melbourne, Florida 32901
To the Board of Directors and to whom it may
concern:
I, Dr. Thomas Gill, hereby resign, effectively
immediately, from my position as a director of the Board of Directors of First Choice Healthcare Solutions, Inc. More information
may be found in the Amendment No. 2 of Schedule 13D that has been filed with respect to this resignation.
/s/ Thomas J. Gill
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Dr. Thomas J. Gill, M.D.
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First Choice Healthcare ... (PK) (USOTC:FCHS)
過去 株価チャート
から 11 2024 まで 12 2024
First Choice Healthcare ... (PK) (USOTC:FCHS)
過去 株価チャート
から 12 2023 まで 12 2024