B. Riley Asset Management, LLC, et al. – ‘SC 13G/A’ on 2/16/23 re: Harvard Bioscience Inc.

On:  Thursday, 2/16/23, at 3:11pm ET   ·   Accession #:  1841077-23-6   ·   File #:  5-60603

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Amendment to Statement of Acquisition of Beneficial Ownership by a “Passive” Investor   —   Schedule 13G   —   WA’68

Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: SC 13G/A    Amendment to Statement of Acquisition of               6±    19K 
                Beneficial Ownership by a "Passive" Investor                     
 2: SC 13G/A    Amendment to Statement of Acquisition of             PDF    211K 
                Beneficial Ownership by a "Passive" Investor --                  
                hbio13g                                                          

‘SC 13G/A’   —   Amendment to Statement of Acquisition of Beneficial Ownership by a “Passive” Investor

Document Table of Contents

SECURITIES AND EXCHANGE COMMISSION                                              
Washington, D.C. 20549                                                          

SCHEDULE 13G/A                                                                  

Under the Securities Exchange Act of 1934                                       
(Amendment No. 1)*                                                              

Harvard Bioscience, Inc.                                                        
(Name of Issuer)                                                                

Common Stock, par value $0.01 per share                                         
(Title of Class of Securities)                                                  

416906105                                                                       
(CUSIP Number)                                                                  

December 31, 2022**                                                             
(Date of Event Which Requires Filing of This Statement)                         

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

[x] Rule 13d-1(b)                                                               

[ ] 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.                     

**This Schedule 13G/A amends and restates the Schedule 13G                      
filed by the Reporting Persons on February 15, 2023 in its entirety.            

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).            

1                                                                               
NAME OF REPORTING PERSON                                                        
B. Riley Asset Management LLC                                                   

2                                                                               
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP                                
(a)     [ ]                                                                     
(b)     [ ]                                                                     

3                                                                               
SEC USE ONLY                                                                    

4                                                                               
CITIZENSHIP OR PLACE OF ORGANIZATION                                            
Delaware                                                                        

5                                                                               
SOLE VOTING POWER                                                               
0                                                                               

6                                                                               
SHARED VOTING POWER                                                             
3,264,796                                                                       

7                                                                               
SOLE DISPOSITIVE POWER                                                          
0                                                                               

8                                                                               
SHARED DISPOSITIVE POWER                                                        
3,264,796                                                                       

9                                                                               
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON                    
3,264,796                                                                       

10                                                                              
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES [ ]        

11                                                                              
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)                               
7.8%                                                                            

12                                                                              
TYPE OF REPORTING PERSON                                                        
IA                                                                              

1                                                                               
NAME OF REPORTING PERSON                                                        
Wes Cummins                                                                     

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                                                                   

5                                                                               
SOLE VOTING POWER                                                               
0                                                                               

6                                                                               
SHARED VOTING POWER                                                             
3,264,796                                                                       

7                                                                               
SOLE DISPOSITIVE POWER                                                          
0                                                                               

8                                                                               
SHARED DISPOSITIVE POWER                                                        
3,264,796                                                                       

9                                                                               
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON                    
3,264,796                                                                       

10                                                                              
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES [ ]        

11                                                                              
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)                               
7.8%                                                                            

12                                                                              
TYPE OF REPORTING PERSON                                                        
IN                                                                              

Item 1(a).      NAME OF ISSUER                                                  

Harvard Bioscience, Inc.                                                        

Item 1(b).      ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES                 

84 October Hill Road, Holliston, MA 01746                                       

Item 2(a).      NAME OF PERSON FILING                                           

This statement is filed by: (i) B. Riley Asset Management LLC,                  
a Delaware limited partnership ('BRAM'), with respect to the shares of          
Common Stock directly held by 272 Capital Master Fund Ltd. ('Fund')             
to which BRAM acts as investment manager, and other advisory                    
accounts of BRAM and (ii) Wes Cummins ('Mr. Cummins', and                       
together with BRAM, the 'Reporting Persons'), who is the                        
President of BRAM.                                                              

The filing of this statement should not be construed as an admission            
that any Reporting Person is, for purposes of Section 13 of                     
the Act, the beneficial owner of the securities reported herein.                

Item 2(b). ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE          

The address of the business office of each of the Reporting Persons is          

3811 Turtle Creek Blvd, Suite 2125, Dallas, TX 75219.                           

Item 2(c). CITIZENSHIP                                                          

B. Riley Asset Management LLC is a Delaware limited partnership.                
Mr. Cummins is a United States citizen.                                         

Item 2(d). TITLE OF CLASS OF SECURITIES                                         

Common Stock, par value $0.01 per share (the 'Common Stock')                    

Item 2(e).      CUSIP NUMBER                                                    

416906105                                                                       

Item 3. IF THIS STATEMENT IS FILED PURSUANT TO                                  
Rules 13d-1(b), OR 13d-2(b) OR (c), CHECK                                       
WHETHER THE PERSON FILING IS A:                                                 

(a)[ ] Broker or dealer registered under Section 15 of the Act;                 
(b)[ ] Bank as defined in Section 3(a)(6) of the Act;                           
(c)[ ] Insurance company as defined in Section 3(a)(19) of the Act;             
(d)[ ] Investment company registered under Section 8 of the                     
Investment Company Act of 1940;                                                 
(e)[x] An investment adviser in accordance with Rule                            
13d-1(b)(1)(ii)(E);                                                             
(f)[ ] An employee benefit plan or endowment fund in                            
accordance with Rule 13d-1(b)(1)(ii) (F);                                       
(g)[x] A parent holding company or control person in                            
accordance with Rule 13d-1(b)(1)(ii)(G);                                        
(h)[ ] A savings association as defined in                                      
Section 3(b) of the Federal Deposit Insurance Act;                              
(i)[ ] A church plan that is excluded from the                                  
definition of an investment company under Section                               
3(c)(14) of the Investment Company Act;                                         
(j)[ ] A non-U.S. institution in accordance                                     
with Rule 13d-1(b)(1)(ii)(J);                                                   
(k)[ ] Group, in accordance with                                                
Rule 13d-1(b)(1)(ii)(K).                                                        

If filing as a non-U.S. institution in accordance with Rule                     
13d-1(b)(1)(ii)(J), please specify the type of institution:                     

Item 4. OWNERSHIP                                                               

The percentages set forth herein are calculated based                           
upon 41,657,688 shares of Common Stock outstanding as of                        
October 31, 2022 as reported in the Company's Quarterly Report on               
Form 10-Q for the quarterly period ended September 30, 2022,                    
filed by the Issuer with the Securities and Exchange                            
Commission on November 8, 2022.                                                 

The information required by Items 4(a) - (c)                                    
is set forth in Rows 5 - 11 of the cover page and is                            
incorporated herein by reference.                                               

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         

See Item 2.  272 Capital Master Fund Ltd. has the                               
right to receive or the power to direct the receipt of                          
dividends from, or the proceeds from the sale of,                               
more than 5% of the Common Stock.                                               

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.        CERTIFICATION                                                   

Each Reporting Person hereby makes the following certification:                 

By signing below the Reporting Person certifies that, to the                    
best of his or its knowledge and belief, the securities referred to             
above were acquired and are held in the ordinary course of business             
and 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.                               

SIGNATURES                                                                      

After reasonable inquiry and to the best of his or its            
knowledge and belief, each of the undersigned certifies                         
that the information set forth in this statement is true,                       
complete and correct.                                                           

DATE: February 16, 2023                                                         

B. Riley Asset Management LLC                                                   
By: /s/ Wes Cummins                                                             
Name: Wes Cummins                                                               
Title: President                                                                

Wes Cummins                                                                     
By: /s/ Wes Cummins                                                             
Name: Wes Cummins                                                               

Dates Referenced Herein   and   Documents Incorporated by Reference

This ‘SC 13G/A’ Filing		Date		Other Filings
Filed on:		2/16/23		SC 13G/A
		2/15/23		13F-HR/A,  SC 13G,  SC 13G/A
		12/31/22		13F-HR,  13F-HR/A
		11/8/22		10-Q,  8-K
		10/31/22
		9/30/22		10-Q,  13F-HR
				List all Filings