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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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13D
Under the Securities Exchange Act of 1934
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ENCISION INC (Name of Issuer) |
Common Stock (Title of Class of Securities) |
29254Q104 (CUSIP Number) |
Gregory J. Trudel 6797 Winchester Circle, STE 100 Boulder, CO, 80301 303-339-6904 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) |
08/19/2025 (Date of Event Which Requires Filing of This Statement) |
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.
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).
SCHEDULE 13D
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| CUSIP No. | 29254Q104 |
| 1 |
Name of reporting person
Trudel Gregory J. | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b)
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| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
PF | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
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| 6 | Citizenship or place of organization
COLORADO
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
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| 11 | Aggregate amount beneficially owned by each reporting person
1,484,072.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
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| 13 | Percent of class represented by amount in Row (11)
8.7 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
IN |
SCHEDULE 13D
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| Item 1. | Security and Issuer |
| (a) | Title of Class of Securities:
Common Stock |
| (b) | Name of Issuer:
ENCISION INC |
| (c) | Address of Issuer's Principal Executive Offices:
6797 WINCHESTER CIRCLE, BOULDER,
COLORADO
, 80301. |
| Item 2. | Identity and Background |
| (a) | Gregory J Trudel |
| (b) | 6797 Winchester Cir Bould CO 80301 |
| (c) | Mr. Trudel is employed as Chief Executive Officer at Encision Inc. at 6797 Winchester Circle, Boulder, Colorado 80301. |
| (d) | During the last five years, Mr. Trudel has not been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) |
| (e) |
During the last five years, Mr. Trudel has not been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction that, as a result of such proceeding, subjected him to a judgment, decree, or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws, or finding any violation with respect to such laws. |
| (f) | Mr. Trudel is a citizen of the United States. |
| Item 3. | Source and Amount of Funds or Other Consideration |
The aggregate purchase price of the shares of Common Stock acquired on August 19, 2025 and reported herein was approximately $100,000. The source of such funds was the personal funds of the Reporting Person. | |
| Item 4. | Purpose of Transaction |
Mr. Trudel acquired the securities on August 19, 2025 for investment purposes. Depending on market conditions, the Mr. Trudel may acquire additional shares of Common Stock of the Issuer or dispose of shares of Common Stock of the Issuer in open market transactions or privately negotiated transactions. | |
| Item 5. | Interest in Securities of the Issuer |
| (a) | As of the date of this Statement, Mr. Trudel beneficially owns an aggregate of 1,484,072 shares of the Issuers Common Stock, representing approximately 8.7% of the outstanding Common Stock based on 16,879,645 shares of Common Stock outstanding immediately following the private placement described herein plus 186,250 shares issuable upon the exercise of options that are exercisable within 60 days of the date hereof, deemed outstanding for purposes of Rule 13d-3(d)(1). This amount consists of: 297,822 shares of Common Stock held directly by Mr. Trudel prior to the reported transaction; 186,250 shares of Common Stock issuable upon the exercise of options that are currently exercisable or will become exercisable within 60 days of the date hereof; and 1,000,000 shares of Common Stock purchased by Mr. Trudel in the reported private placement of August 19, 2025. This reported beneficial ownership does not include 133,750 shares of Common Stock issuable upon the exercise of options that will become exercisable only after 60 days from the date hereof. |
| (b) | Mr. Trudel has sole voting power and sole dispositive power with respect to all such shares. |
| (c) | During the past 60 days, Mr. Trudel has effected the following transactions in the Common Stock of the Issuer: On 8/19/2025, acquired 1,000,000 shares of Common Stock in a private placement transaction at a purchase price of $0.10 per share. Except as described above, Mr. Trudel has not effected any other transactions in the Common Stock of the Issuer during the past 60 days. |
| (d) | Not applicable. |
| (e) | Not applicable. |
| Item 6. | Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer |
Mr. Trudel is a party to seven stock option agreements with the Issuer, dated August 12, 2020, October 13, 2021, November 9, 2022, October 18, 2023, April 30, 2024, November 14, 2024, August 19, 2024, and April 17, 2025, pursuant to which the Reporting Person has been granted options to purchase an aggregate of 320,000 shares of Common Stock. Except as described herein, the Reporting Person does not have any other contracts, arrangements, understandings, or relationships (legal or otherwise) with respect to the securities of the Issuer. | |
| Item 7. | Material to be Filed as Exhibits. |
Non-Statutory Stock Option Agreement Date August 12, 2020, included herewith as Exhibit 1 Non-Statutory Stock Option Agreement Date October 13, 2021, included herewith as Exhibit 2 Non-Statutory Stock Option Agreement Date November 9, 2022, included herewith as Exhibit 3 Non-Statutory Stock Option Agreement Date October 18, 2023, included herewith as Exhibit 4 Non-Statutory Stock Option Agreement Date April 30, 2024, included herewith as Exhibit 5 Non-Statutory Stock Option Agreement Date November 14, 2024, included herewith as Exhibit 6 Non-Statutory Stock Option Agreement Date April 17, 2025, included herewith as Exhibit 7 SECURITIES PURCHASE AGREEMENT Dated August 19, 2025, included herewith as Exhibit 8 |
| 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.
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