Form SC 13G/A LUCAS ENERGY, INC. Filed by: Empery Asset Management, LP
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| SECURITIES AND EXCHANGE COMMISSION | |
| Washington, D.C. 20549 | |
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| � | |
| SCHEDULE 13G/A | |
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| Under the Securities Exchange Act of 1934 | |
| � | |
| (Amendment No. 2)* | |
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Lucas Energy, Inc. | |
| (Name of Issuer) | |
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|
Common Stock, $0.001 par value | |
| (Title of Class of Securities) | |
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549333201 | |
| (CUSIP Number) | |
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December 31, 2014 | |
| (Date of event which requires filing of this statement) | |
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| Check the appropriate box to designate the rule pursuant to which this Schedule 13G is filed: | |
| � | |
| � | Rule 13d-1(b) |
| x | Rule 13d-1(c) |
| � | Rule 13d-1(d) |
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| (Page 1 of 7 Pages) | |
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______________________________
*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. 549333201 | 13G/A | Page 2 of 7 Pages |
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| 1 |
NAMES OF REPORTING PERSONS � Empery Asset Management, LP | |||
| 2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions) |
(a) � (b) � | ||
| 3 | SEC USE ONLY | |||
| 4 |
CITIZENSHIP OR PLACE OF ORGANIZATION Delaware | |||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 |
SOLE VOTING POWER 0 | ||
| 6 |
SHARED VOTING POWER 0 shares of Common Stock | |||
| 7 |
SOLE DISPOSITIVE POWER 0 | |||
| 8 |
SHARED DISPOSITIVE POWER 0 shares of Common Stock | |||
| 9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 0 shares of Common Stock | |||
| 10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES��(see instructions) | � | ||
| 11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 0% | |||
| 12 |
TYPE OF REPORTING PERSON (see instructions) PN | |||
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| CUSIP No. 549333201 | 13G/A | Page 3 of 7 Pages |
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| 1 |
NAMES OF REPORTING PERSONS Ryan M. Lane | |||
| 2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions) |
(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 0 | ||
| 6 |
SHARED VOTING POWER 0 shares of Common Stock | |||
| 7 |
SOLE DISPOSITIVE POWER 0 | |||
| 8 |
SHARED DISPOSITIVE POWER 0 shares of Common Stock | |||
| 9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 0 shares of Common Stock | |||
| 10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES��(see instructions) | � | ||
| 11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 0% | |||
| 12 |
TYPE OF REPORTING PERSON (see instructions) IN | |||
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| CUSIP No. 549333201 | 13G/A | Page 4 of 7 Pages |
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NAMES OF REPORTING PERSONS Martin D. Hoe | |||
| 2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions) |
(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 0 | ||
| 6 |
SHARED VOTING POWER 0 shares of Common Stock | |||
| 7 |
SOLE DISPOSITIVE POWER 0 | |||
| 8 |
SHARED DISPOSITIVE POWER 0 shares of Common Stock | |||
| 9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 0 shares of Common Stock | |||
| 10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES��(see instructions) | � | ||
| 11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 0% (See Item 4)* | |||
| 12 |
TYPE OF REPORTING PERSON (see instructions) IN | |||
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| CUSIP No. 549333201 | 13G/A | Page 5 of 7 Pages |
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This Amendment No. 2 (this "Amendment") amends the statement on Schedule 13G filed by the Reporting Persons (as defined in Item 2(a) below) on January 5, 2011 (the "Original Schedule 13G"), as amended by Amendment No. 1 (the First Amendment ) to the Original 13G filed by the Reporting Persons on January 7, 2011 with respect to shares of Common Stock (as defined in Item 2(d) below) of Lucas Energy, Inc. (the Company ). Capitalized terms used herein and not otherwise defined in this Amendment have the meanings set forth in the Schedule 13G. This Amendment amends and restates Items 2, 4 and 5 in their entirety as set forth below.
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| Item 2(a). | NAME OF PERSON FILING: | |
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| � | This statement is filed by the entities and persons listed below, who are collectively referred to herein as “Reporting Persons,” with respect to the shares of Common Stock (as defined in Item 2(d) below) of the Company: | |
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| � | Investment Manager | |
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| � | (i) | Empery Asset Management, LP (the "Investment Manager"), with respect to the shares of Common Stock held by certain funds and a managed account to which the Investment Manager served as investment manager (collectively, the "Empery Funds"). |
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| � | Reporting Individuals | |
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| � | (ii) | Mr. Ryan M. Lane ("Mr. Lane"), with respect to the shares of Common Stock held by the Empery Funds. |
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| � | (iii) | Mr. Martin D. Hoe ("Mr. Hoe"), with respect to the shares of Common Stock held by the Empery Funds. |
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| � | The Investment Manager served as the investment manager to each of the Empery Funds. Each of the Reporting Individuals is a Managing Member of Empery AM GP, LLC (the "General Partner"), the general partner of the Investment Manager. | ||
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| Item 2(b). | ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE: | ||
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The address of the business office of each of the Reporting Persons is: 1 Rockefeller Plaza, Suite 1205 New York, New York 10020 | ||
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| � | Item 2(c). | CITIZENSHIP: | |
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| � | Citizenship is set forth in Row 4 of the cover page for each Reporting Person hereto and is incorporated herein by reference for each such Reporting Person. | ||
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| Item 2(d). | TITLE OF CLASS OF SECURITIES: | ||
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| � | Common Stock, $0.001 par value (the “Common Stock”) | ||
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| Item 2(e). | CUSIP NUMBER: | ||
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| � | 549333201 | ||
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| CUSIP No. 549333201 | 13G/A | Page 6 of 7 Pages |
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| Item 4. | OWNERSHIP. |
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The information as of December 31, 2014 required by Items 4(a) (c) is set forth in Rows 5 11 of the cover page for each Reporting Person hereto and is incorporated herein by reference for each such Reporting Person. The percentage set forth in Row 11 of the cover page for each Reporting Person is based on 34,958,663 shares of Common Stock issued and outstanding as of November 7, 2014, as represented in the Companys Quarterly Report on Form 10-Q for the quarter ended September 30, 2014 filed with the Securities and Exchange Commission on November 14, 2014. Upon review of records, the Reporting Person determined that, as of December 31, 2011, each of the Reporting Persons may have been deemed the beneficial owner of warrants to purchase 1,260,506 shares of Common Stock held by the Empery Funds (collectively, the Warrants ). Also, during 2013, the Reporting Persons ceased to be the beneficial owner of more than five percent of the shares of Common Stock due to the fact that the Investment Manager ceased to serve as the investment manager to a certain managed account that previously held Warrants. Therefore, (i) as of December 31, 2011, each of the Reporting Persons may have been deemed to beneficially own 6.07% of the outstanding shares of Common Stock of the Company based on the ownership by the Empery Funds of the Warrants and (ii) as of December 31, 2013, none of the Reporting Persons beneficially owned any shares of Common Stock of the Company. The foregoing should not be construed in and of itself as an admission by any Reporting Person as to beneficial ownership of shares of Common Stock owned by another Reporting Person. The Investment Manager, which served as the investment manager to the Empery Funds may have been deemed to be the beneficial owner of all shares of Common Stock held by the Empery Funds. Each of the Reporting Individuals, as Managing Members of the General Partner of the Investment Manager with the power to exercise investment discretion, may have been deemed to be the beneficial owner of all shares of Common Stock held by the Empery Funds. Each of the Reporting Individuals hereby disclaims any beneficial ownership of any such shares of Common Stock. |
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| Item 5. | OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS. |
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| � | � | 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 five percent of the class of securities, check the following: [x] |
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| CUSIP No. 549333201 | 13G/A | Page 6 of 7 Pages |
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SIGNATURES
After reasonable inquiry and to the best of our knowledge and belief, the undersigned certify that the information set forth in this statement is true, complete and correct.
DATED: January 12, 2015
| � | � |
| � | EMPERY ASSET MANAGEMENT, LP |
| � | By: EMPERY AM GP, LLC, its General Partner |
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| � | By: _/s/ Ryan M. Lane |
| � | Name:��Ryan M. Lane |
| � | Title:��Managing Member |
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| � | /s/ Ryan M. Lane |
| � | Ryan M. Lane |
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| � | /s/ Martin D. Hoe |
| � | Martin D. Hoe |
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