UNITED STATES

 

SCHEDULE 13G

(Rule 13d-102)

 

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO § 240.13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURUSANT
TO § 240.13d-2

   (Amendment No. 1)*

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 (Title of Class of Securities)

 

043635101

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 (CUSIP Number)

 

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

 

 

*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).

 

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CUSIP No. 043635101

 

1	NAMES OF REPORTING PERSONS
	Seng Wei Seow
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
	(a)☐
	(b)☐
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION
	Singapore
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER
			2,479,831
		6	SHARED VOTING POWER
			-0-
		7	SOLE DISPOSITIVE POWER
			2,479,831
		8	SHARED DISPOSITIVE POWER
			-0-
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	2,479,831
10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
	☐
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
	9.9% (1)
12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	IN

 

⁽¹⁾ Based upon (i) 22,518,766 shares outstanding as of February 10, 2015, as reported on the Issuer's Form S-3 Registration Statement dated February 13, 2015, (ii) 1,375,000 shares of Common stock issuable upon conversion of shares of Series A Preferred Stock held by the reporting person, and (iii) 1,104,831 shares of Common Stock held by the reporting person.

 

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Item 1(a).

Name of Issuer.

Ascent Solar Technologies, Inc.

Item 1(b).

Address of Issuer's Principal Executive Offices.

 

12300 Grant Street, Thornton, CO 80241

Item 2(a).

Name of Person Filing.

 

Seng Wei Seow

Item 2(b).

Address of Principal Business Office or, if none, Residence.

 

17 Jalan Haji Salam

Singapore 468784

Item 2(c).

Citizenship.

 

Singapore

Item 2(d).

Title and Class of Securities.

 

Common Stock

Item 2(e).

CUSIP Number.

043635101

Item 3.

Type of Person.

Not applicable.

Item 4.

Ownership.

(a)	Amount Beneficially Owned.

The reporting person may be deemed to have beneficial ownership of 2,479,831 shares of Common Stock, which consist of (i) 1,375,000 shares of Common Stock issuable upon conversion of shares of Series A Preferred Stock held the reporting person and (ii) 1,104,831 shares of Common Stock held by the reporting person.  The foregoing excludes (x) 327,846 shares of Common Stock issuable upon conversion of shares of Series A Preferred Stock held by the reporting person and (y) 262,500 shares of Common Stock issuable upon exercise of warrants held by the reporting person, because the shares of Series A Preferred Stock and the warrants held by the reporting person are subject to blocker provisions under which the reporting person does not have the right to convert his Series A Preferred Stock or exercise his warrants to the extent that such conversion or exercise, respectively, would result in beneficial ownership by the reporting person of more than 9.9% of the Common Stock of the Issuer.  Without such blocker provisions, the reporting person may be deemed to have beneficial ownership of 3,070,177 shares of Common Stock.

 

(b)	Percent of Class.

The reporting person may be deemed to have beneficial ownership of 9.9% of the Common Stock of the Issuer.  This calculation is based upon (i) 22,518,766 shares outstanding as of February 10, 2015, as reported on the Issuer's Form S-3 Registration Statement dated February 13, 2015, (ii) 1,375,000 shares of Common stock issuable upon conversion of shares of Series A Preferred Stock held by the reporting person, and (iii) 1,104,831 shares of Common Stock held by the reporting person.

(c)	Number of shares as to which the person has:

 

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	(i)	Sole power to vote or direct the vote: 2,479,831
	(ii)	Shared power to vote or direct the vote: 0
	(iii)	Sole power to dispose or direct the disposition of: 2,479,831
	(iv)	Shared power to dispose or direct the disposition of: 0

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 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 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.

 

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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 17, 2015	By:	/s/ Seng Wei Seow
		Seng Wei Seow