Sec Form 13G Filing - Witmer Richard H. filing for Research Solutions Inc. (RSSS) - 2023-02-14

Insider filing report for Changes in Beneficial Ownership

  • Schedule 13G & 13D forms are used to report a party's ownership of stock which exceeds 5% of a company's total stock issue.
  • Schedule 13G is a shorter version of Schedule 13D with fewer reporting requirements.
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G/A
Under the Securities Exchange Act of 1934
(Amendment No. 3)*

Research Solutions, Inc.
(Name of Issuer)

Common Stock, par value $0.001 per share
(Title of Class of Securities)

761025105
(CUSIP Number)

December 31, 2022
(Date of Event Which Required Filing of this Statement)


Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

 
[  ]
Rule 13d-1(b)
 
[X]
Rule 13d-1(c)
 
[  ]
Rule 13d-1(d)

* 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 the disclosures provided in a prior cover page.
The information required in 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. 761025105
       
1.
Names of Reporting Persons
 
 
Richard H. Witmer, Jr.
 
     
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
 
 
2,608,448
 
     
6.
Shared Voting Power
 
 
0
 
     
7.
Sole Dispositive Power
 
 
2,608,448
 
     
8.
Shared Dispositive Power
 
 
0
 
     
9.
Aggregate Amount Beneficially Owned by Each Reporting Person
 
 
2,608,448
 
     
10.
Check if the Aggregate Amount in Row (9) Excludes Certain Shares
[  ]
     
     
11.
Percent of Class Represented by Amount in Row 9
 
 
8.9% (with rounding)
 
     
12.
Type of Reporting Person
 
 
IN
 



Item 1(a).
Name of Issuer:
 
Research Solutions, Inc. (the "Issuer")
   
Item 1(b).
Address of Issuer's Principal Executive Offices:
 
In November 2019, the Issuer became a fully remote company.  Accordingly, the Issuer does not currently have principal executive offices.
   
Item 2(a).
Name of Person Filing:
 
This Statement on Schedule 13G is filed by Richard H. Witmer, Jr.
   
Item 2(b).
Address of Principal Business Office or, if None, Residence:
 
16 Fort Hills Lane, Greenwich, CT 06831
   
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:
 
761025105
   
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:
   
 
(a)
[  ] Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
     
 
(b)
[  ] Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
     
 
(c)
[  ] Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
     
 
(d)
[  ] Investment company registered under Section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
     
 
(e)
[  ] An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
     
 
(f)
[  ] An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
     
 
(g)
[  ] A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
     
 
(h)
[  ] A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
     
 
(i)
[  ] A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act (15 U.S.C. 80a-3);


 
(j)
[  ] A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J);
     
 
(k)
[  ] Group, in accordance with § 240.13d-1(b)(1)(ii)(K).
     
 
If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution: [  ]
         
Item 4.
Ownership.
         
 
(a)
Amount beneficially owned:
   
2,608,448
       
 
(b)
Percent of class:
   
8.9% (with rounding). The percentage is calculated based upon 29,297,082 shares of Common Stock issued and outstanding as of November 4, 2022, as reported in the Issuer’s Form 10-Q, filed with the Securities and Exchange Commission on November 14, 2022.
       
 
(c)
Number of shares as to which the person has:
     
         
   
(i)
Sole power to vote or to direct the vote
     
2,608,448
       
   
(ii)
Shared power to vote or to direct the vote
     
0
       
   
(iii)
Sole power to dispose or to direct the disposition of
     
2,608,448
       
   
(iv)
Shared power to dispose or to direct the disposition of
     
0
       
Item 5.
Ownership of Five Percent or Less of a Class.
 
If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than 5 percent of the class of securities, check the following [ ].
   
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.
   
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, other than activities solely in connection with a nomination under § 240.14a-11.


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.

 
Dated: February 14, 2023
   
   
   
   
 
/s/ Richard H. Witmer, Jr.
 
Richard H. Witmer, Jr.