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Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
Checkbox not checked   Rule 13d-1(b)
Checkbox not checked   Rule 13d-1(c)
Checkbox not checked   Rule 13d-1(d)




SCHEDULE 13D/A 0001829126-24-000567 0001932843 XXXXXXXX LIVE 4 Common Stock, $0.01 par value 12/26/2024 false 0001467761 60365W102 MINIM, INC. 848 ELM STREET MANCHESTER NH 03101 DAVID E. LAZAR 646-768-8417 30B, Tower 200 The Towers Winston Churchill Panama City R1 07196 0001932843 N Lazar David E. PF N L3 7509480.00 0.00 7509480.00 0.00 7509480.00 N 78.3 IN The aggregate amount beneficially owned by the Reporting Person consists of (a) 1,481,980 shares of the Issuer's Common Stock, $0.01 par value per share (Common Stock), (b) 3,227,500 shares of Common Stock issuable upon conversion of the Issuer's Series A Convertible Preferred Stock, $0.001 par value per share (Series A Preferred Stock), which are convertible within 60 days, and (c) 2,800,000 shares of Common Stock issuable upon exercise of warrants that are exercisable within 60 days (Warrants). Common Stock, $0.01 par value MINIM, INC. 848 ELM STREET MANCHESTER NH 03101 Item 3 is hereby amended and restated as follows: 5,600,000 Shares were purchased by the Reporting Person with personal funds pursuant to a securities purchase agreement, dated as of January 23, 2024, by and between the Issuer and the Reporting Person, as further described in Item 6 of the Schedule 13D. On January 22, 2024, the Issuer granted the Reporting Person 25,000 Shares pursuant to the Issuer's Non-Employee Directors Compensation Plan. In addition, on October 21, 2024, the Issuer granted the Reporting Person 305,357 shares of Series A Preferred Stock, which is convertible into 427,500 shares of Common Stock. On December 26, 2024, the Reporting Person acquired 1,456,980 Shares in a private transaction for aggregate consideration of $50,000 pursuant to the Stock Purchase Agreement (as defined below). The Reporting Person previously held shared voting power over these Shares pursuant to the Voting Agreement described in Item 6 of the Schedule 13D. The aggregate purchase price of the 7,509,480 Shares directly beneficially owned by the Reporting Person is approximately $2,850,000. Item 5(a) is hereby amended and restated as follows: The aggregate percentage of Shares reported owned by each person named herein is based upon 9,585,081 shares of Common Stock outstanding, which is the total of (a) 3,557,581 shares of Common Stock outstanding as of November 14, 2024, as reported in the Issuer's Quarterly Report on Form 10-Q, which was filed with the Securities and Exchange Commission (the "SEC") on November 19, 2024 and (b) an aggregate of 6,027,500 shares of Common Stock directly beneficially owned by the Reporting Person upon the conversion of the Series A Preferred Stock or exercise of the Warrants. As of the close of business on December 31, 2024, the Reporting Person beneficially owned 7,509,480 Shares. Percentage: Approximately 78.3% Item 5(b) is hereby amended and restated as follows: 1. Sole power to vote or direct vote: 7,509,480 2. Shared power to vote or direct vote: 0 3. Sole power to dispose or direct the disposition: 7,509,480 4. Shared power to dispose or direct the disposition: 0 Item 5(c) is hereby amended and restated as follows: The transactions in the Shares by the Reporting Person during the past sixty days are set forth in more detail in Item 6. Item 6 is hereby amended to add the following: On December 26, 2024, the Reporting Person entered into a Stock Purchase Agreement (the "Stock Purchase Agreement") with the sellers named therein, pursuant to which the Reporting Person agreed to purchase an aggregate of 1,456,980 Shares for an aggregate purchase price of $50,000. The Reporting Person previously held shared voting power over these Shares pursuant to the Voting Agreement. Lazar David E. /s/ David E. Lazar David E. Lazar 12/31/2024