13G Filing: Sabby Capital and Biocept Inc (BIOC)

Biocept Inc (NASDAQ:BIOC): Hal Mintz’s Sabby Capital filed an amended 13D.

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You can access the original SEC filing by clicking here.

Ownership Summary Table

Page 1 of 9 – SEC Filing

Page 2 of 9 – SEC Filing

(a) [_]

(b) [X]

3.
SEC USE ONLY4.
CITIZENSHIP OR PLACE OF ORGANIZATIONCayman IslandsNUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH

5.
SOLE VOTING POWER06.
SHARED VOTING POWER 3,235,2947.
SOLE DISPOSITIVE POWER08.
SHARED DISPOSITIVE POWER 3,235,2949.
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 3,235,29410.
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES (SEE INSTRUCTIONS)

[_]11.
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)9.2012.
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)

CO?
CUSIP No.
09072V2041.
NAME OF REPORTING PERSONSSabby Volatility Warrant Master Fund, Ltd.2.
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)

(a) [_]

(b) [X]

3.
SEC USE ONLY4.
CITIZENSHIP OR PLACE OF ORGANIZATIONCayman IslandsNUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH

5.
SOLE VOTING POWER

Page 3 of 9 – SEC Filing

[_]11.
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)012.
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)

CO?

CUSIP No.
09072V2041.
NAME OF REPORTING PERSONSSabby Management, LLC2.
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)

(a) [_]

(b) [X]

3.
SEC USE ONLY4.
CITIZENSHIP OR PLACE OF ORGANIZATIONDelaware, USANUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH

5.
SOLE VOTING POWER06.
SHARED VOTING POWER 3,235,2947.
SOLE DISPOSITIVE POWER08.
SHARED DISPOSITIVE POWER 3,235,2949.
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 3,235,29410.
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES (SEE INSTRUCTIONS)

[_]11.
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

Page 4 of 9 – SEC Filing

OO
CUSIP No.
09072V2041.
NAME OF REPORTING PERSONSHal Mintz2.
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)

(a) [_]

(b) [X]

3.
SEC USE ONLY4.
CITIZENSHIP OR PLACE OF ORGANIZATIONUSANUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH

5.
SOLE VOTING POWER06.
SHARED VOTING POWER 3,235,2947.
SOLE DISPOSITIVE POWER08.
SHARED DISPOSITIVE POWER 3,235,2949.
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 3,235,29410.
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES (SEE INSTRUCTIONS)

[_]11.
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)9.2012.
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)

IN?

CUSIP No.
09072V204

Item 1.
(a).
Name of Issuer:Biocept, Inc.

(b).
Address of issuer’s principal executive offices:5810 Nancy Ridge Drive
San Diego, California 92121

Item 2.
(a).
Name of person filing:Sabby Healthcare Master Fund, Ltd.
Sabby Volatility Warrant Master Fund, Ltd.
Sabby Management, LLC
Hal Mintz

Page 5 of 9 – SEC Filing

Sabby Volatility Warrant Master Fund, Ltd.
c/o Ogier Fiduciary Services (Cayman) Limited
89 Nexus Way, Camana Bay
Grand Cayman KY1-9007
Cayman Islands

Sabby Management, LLC
10 Mountainview Road, Suite 205
Upper Saddle River, New Jersey 07458

Hal Mintz
c/o Sabby Management, LLC
10 Mountainview Road, Suite 205
Upper Saddle River, New Jersey 07458(c).
Citizenship:Sabby Healthcare Master Fund, Ltd. – Cayman Islands
Sabby Volatility Warrant Master Fund, Ltd. – Cayman Islands
Sabby Management, LLC – Delaware, USA
Hal Mintz – USA(d).
Title of class of securities:Common stock (the Common Stock), par value $0.001

(e).
CUSIP No.:09072V204

Item 3.
If This Statement is filed pursuant to Section 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 (15 U.S.C. 78o).

(b)
[_]
Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).

(c)
[_]
Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).

(d)
[_]
Investment company registered under section 8 of the Investment Company Act
of 1940 (15 U.S.C. 80a-8).

(e)
[_]
An investment adviser in accordance with Section 240.13d-1(b)(1)(ii)(E);

(f)
[_]
An employee benefit plan or endowment fund in accordance with Section
240.13d-1(b)(1)(ii)(F);

(g)
[_]
A parent holding company or control person in accordance with Section
240.13d-1(b)(1)(ii)(G);

(h)
[_]
A savings association 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 (15 U.S.C.
80a-3);

(j)
[_]
A non-U.S. institution in accordance with Section 240.13d-1(b)(1)(ii)(J);

(k)
[_]
Group, in accordance with Section 240.13d-1(b)(1)(ii)(K). If filing as a
non-U.S. institution in accordance with Section 240.13d-1(b)(1)(ii)(J),
please specify the type of institution:

Page 6 of 9 – SEC Filing

Sabby Healthcare Master Fund, Ltd.

(i)
Sole power to vote or to direct the vote
0
,(ii)
Shared power to vote or to direct the vote
3,235,294
,(iii)
Sole power to dispose or to direct the disposition of
0
,(iv)
Shared power to dispose or to direct the disposition of
3,235,294
.Sabby Volatility Warrant Master Fund, Ltd.

(i)
Sole power to vote or to direct the vote
0
,(ii)
Shared power to vote or to direct the vote
0
,(iii)
Sole power to dispose or to direct the disposition of
0
,(iv)
Shared power to dispose or to direct the disposition of
0
.Sabby Management, LLC

(i)
Sole power to vote or to direct the vote
0
, (ii)
Shared power to vote or to direct the vote
3,235,294
, (iii)
Sole power to dispose or to direct the disposition of
0
, (iv)
Shared power to dispose or to direct the disposition of
3,235,294
.Hal Mintz

(i)
Sole power to vote or to direct the vote
0
, (ii)
Shared power to vote or to direct the vote
3,235,294
,

Page 7 of 9 – SEC Filing

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 [ ].

Page 8 of 9 – SEC Filing

Page 9 of 9 – SEC Filing