Hyperscale Data, Inc. — Major Shareholding Notification 2017

Jul 11, 2017

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934

(Amendment No. ___)*

| Digital
Power Corp. |
| --- |
| (Name
of Issuer) |
| Common
Stock |
| (Title
of Class of Securities) |
| 253862
10 6 |
| (CUSIP
Number) |
| June
30, 2017 |
| (Date
of Event which Requires 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 ).

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SCHEDULE 13G

CUSIP No. 253862 10 6

| 1 | Names
of Reporting Persons |
| --- | --- |
| | Karen
A. Durando |
| 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 |
| | USA |

| Number
of Shares Beneficially Owned by Each Reporting Person With: | Sole
Voting Power |
| --- | --- |
| | 862,319(1) |
| 6 | Shared
Voting Power |
| 7 | Sole
Dispositive Power |
| 8 | Shared
Dispositive Power |
| | 862,319(1) |

| 9 | Aggregate
Amount Beneficially Owned by Each Reporting Person |
| --- | --- |
| | 862,319(1) |
| 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) |
| | 7.79%(%) |
| 12 | Type
of Reporting Person (See Instructions) |
| | OO
Based on 11,059,301 shares of common stock issued and outstanding as of June 8, 2017 |

(1) This does not include certain Warrants that are exercisable through June 2, 2020 at an exercise price of $1.10, subject to adjustment. This also does not include 124,275 Series D Preferred shares that are exercisable into 248,550 shares of common stock, subject to shareholder approval.

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Item 1.

| (a) | Name
of Issuer: Digital Power Corporation |
| --- | --- |
| (b) | Address
of Issuer’s Principal Executive Offices: |
| | 48430
Lakeview Blvd |
| | Fremont,
California 94538-3158 |

Item 2.

| (a) | Name
of Person Filing: This statement is being filed by Karen A. Durando (the “Reporting Person”). |
| --- | --- |
| (b) | Address
of Principal Business Office or, if None, Residence: 43 Alexander Ave, Nutley, NJ 07110 |
| (c) | Citizenship:
USA |
| (d) | Title
and Class of Securities: Common |
| (e) | CUSIP
No.: 253862 10 6 |

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; |
| --- | --- | --- |
| (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) | [] | 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) | [] | A
parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G); |
| (h) | [] | A
savings associations 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 of 1940; |
| (j) | [] | A
non-U.S. institution in accordance with Rule 240.13d-1(b)(1)(ii)(J); |
| (k) | [_] | Group,
in accordance with Rule 240.13d-1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance with Rule 240.13d-1(b)(1)(ii)(J),
please specify the type of institution: ____ |

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ITEM 4. Ownership

(a)	Amount Beneficially Owned: 862,319(1)
(b)	Percent of Class: 7.79%

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

| (i) | Sole
power to vote or to direct the vote: 862,319(1) |
| --- | --- |
| (ii) | Shared
power to vote or to direct the vote: |
| (iii) | Sole
power to dispose or to direct the disposition of: |
| (iv) | Shared
power to dispose or to direct the disposition of: |

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 five 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. |
| --- |
| 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. |

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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.

Dated: 7/11/2017

| /s/
Karen A. Durando |
| --- |
| Karen
A. Durando |
| Name/Title |

The original statement shall be signed by each person on whose behalf the statement is filed or his authorized representative. If the statement is signed on behalf of a person by his authorized representative (other than an executive officer or general partner of this filing person), evidence of the representative’s authority to sign on behalf of such person shall be filed with the statement, provided, however, that a power of attorney for this purpose which is already on file with the Commission may be incorporated by reference. The name and any title of each person who signs the statement shall be typed or printed beneath his signature.

Attention: Intentional misstatements or omissions of fact constitute Federal criminal violations (See 18 U.S.C. 1001).

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