Filing Details

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 12)* Function(x) Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 36077T 108 (CUSIP Number) Mitchell J. Nelson, 902 Broadway, 11th Floor, New York, NY 10010 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) 07/08/2016 (Date of Event which Requires Filing of this Statement) If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See 240.13d-7 for other parties to whom copies are to be sent. * 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 disclosures provided in a prior cover page. The information required on 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).

CUSIP No. 261427108 13D/A 1. NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) Robert F.X. Sillerman 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions) (a) (b) 3. SEC USE ONLY 4. SOURCE OF FUNDS (see instructions) PF 5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) 6. CITIZENSHIP OR PLACE OF ORGANIZATION USA NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 7. SOLE VOTING POWER 162,268 8. SHARED VOTING POWER 42,049,331 9. SOLE DISPOSITIVE POWER 162,268 10. SHARED DISPOSITIVE POWER 42,049,33111. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 42,211,599 12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions) 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 67.6% 14. TYPE OF REPORTING PERSON (see instructions) IN CUSIP No. 36077T 108 13D/AItem 1. Security and Issuer. This Schedule 13D relates to the common stock, par value, $0.001 per share (the "Common Stock"), of Function(x) Inc., a Delaware corporation (the "Company"). The address of the principal executive offices of the Company is 902 Broadway, 11th Floor, New York, NY 10010. The Reporting Person filed Amendment No. 12 to this Schedule 13D on June 16, 2016. Item 2. Identity and Background. (a) The Reporting Person is Robert F.X. Sillerman. (b) The Reporting Person's business address is 902 Broadway, 11th Floor, New York, NY 10010. (c) The Reporting Person is the Executive Chairman and Chief Executive Officer of the Company. (d) During the past five years, the Reporting Person has not been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors). (e) During the past five years, the Reporting Person has not been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction pursuant to which as a result of such proceeding the Reporting Person was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws. (f) The Reporting Person is a citizen of the U.S.A. Item 3. Source or Amount of Funds or Other Consideration. Mr. Sillerman has used his personal funds to make purchases of the Company's securities. Item 4. Purpose of Transaction. This Amendment No. 13 to Schedule 13D is filed to report an agreement entered into between the Company and entities controlled by the Reporting Person. On October 24, 2014, the Company and Sillerman Investment Company III, LLC ("SIC III"), an entity owned and controlled by the Reporting Person, entered into a Securities Purchase Agreement (the "Securities Purchase Agreement") pursuant to which SIC III agreed to purchase certain securities issued by the Company for a total of $30,000,000. These securities included a Line of Credit Promissory Note (the "Note") issued by the Company to SIC III. The Note provides for a $20,000,000 line of credit to the Company, which is fully drawn by the Company. In addition, SIC III agreed to purchase 10,000 shares of Series C Convertible Preferred Stock of the Company for a total of $10,000,000. The terms of the Securities Purchase Agreement are more fully described in Section 6 below. SIC III therefore acquired 10,000 shares of the Company's Series C Convertible Preferred Stock for $10,000,000. As previously reported in Amendment No. 12 to this Schedule 13D, the Company and SIC III entered into a Subscription Agreement pursuant to which SIC III subscribed for 22,580,645 shares of the Company's common stock at a price of $0.31 per share. Accordingly, the aggregate purchase price for such shares was $7,000,000.00. The Company and SIC III agreed that SIC III would pay the purchase price for such shares by exchanging 7,000 shares of the Company's Series C Preferred Stock owned by SIC III for the common shares (the "Exchange"). The effectiveness of the Exchange was subject to receipt of an opinion by an independent valuation expert that the Exchange is fair and confirmation by the Company's auditors that the Exchange will not lead to a compensation charge, both of which the Company received. The shares were issued on June 3, 2016. Accordingly, after such transaction, SIC III holds the Note, which has a balance of $20,000,000.00 plus accrued and unpaid interest thereon, and 3,000 shares of Series C Preferred Stock, having a stated value of $3,000,000, plus accrued and unpaid dividends on the Series C Preferred Stock. In addition, on June 12, 2015, Sillerman Investment Company IV, LLC ("SIC IV"), an entity owned and controlled by the Reporting Person, agreed to provide a Line of Credit to the Company of up to $10,000,000 (the "Line of Credit"). As of December 3, 2015, there was $8,675,000 in outstanding principal amount under the Line of Credit. As previously reported in Amendment No. 11 to this Schedule 13D, on December 3, 2015, the Company and SIC IV entered into a Subscription Agreement pursuant to which SIC IV subscribed for 8,750,000 shares of the Company's common stock at a price of $0.47 per share. Accordingly, the aggregate purchase price for such shares was $4,112,500.00. The Company and SIC IV agreed that SIC IV would pay the purchase price for such shares by reducing the amounts outstanding under the Line of Credit. Accordingly, the principal amount of the Line of Credit was reduced to $4,562,500.00. This amount, plus accrued interest, remains unpaid by the Company. In addition, the Company entered into a series of Revolving Secured Promissory Notes with Sillerman Investment Company VI, LLC ("SIC VI"), an entity owned and controlled by the Reporting Person. In particular: 1. The Company and SIC VI entered into a Revolving Secured Promissory Note on January 27, 2016 in the amount of $1,500,000, pursuant to which a balance of $1,500,000 plus accrued interest remains unpaid by the Company; and 2. The Company and SIC VI entered into a Revolving Secured Promissory Note on March 29 , 2016 in the amount of $500,000, pursuant to which a balance of $500,000 plus accrued interest remains unpaid by the Company; and 3. The Company and SIC VI entered into a Revolving Secured Promissory Note on April 25, 2016 in the amount of $500,000, pursuant to which a balance of $500,000 plus accrued interest remains unpaid by the Company; and 4. The Company and SIC VI entered into a Revolving Secured Promissory Note on May 16, 2016 in the amount of $500,000, pursuant to which a balance of $500,000 plus accrued interest remains unpaid by the Company; and; 5. The Company and SIC VI entered into a Revolving Secured Promissory Note on June 27, 2016 in the amount of $1,200,000. On the date hereof, $390,000 principal or interest is currently outstanding or unpaid by the Company (each of the notes referred to in Items (1) through (5) above are hereinafter the "Revolving Notes"). On November 18, 2015, Viggle Inc. (the "Company") received a letter (the "Letter") from the Listing Qualifications Department (the "Staff") of The Nasdaq Stock Market ("NASDAQ") notifying the Company that the Staff has determined that the Company violated the continuing listing requirements of Nasdaq's Listing Rule 5550(b)(1). Listing Rule 5550(b)(1) requires that companies listed on the NASDAQ Capital Market are required to maintain a minimum of $2,500,000 in stockholders' equity for continued listing. The Company's Quarterly Report on Form 10-Q for the period ended March 31, 2016 reported stockholders' equity of negative $28,635,000. The Company requested additional time to regain compliance, and presented a plan to the Nasdaq Listing Qualifications Panel (the "Panel") to regain compliance. The Panel granted the Company's request. The Company's continued listing on Nasdaq is subject to, among other things, the Company evidencing compliance with the minimum $2.5 million shareholder's equity requirement by August 22, 2016. On July 8, 2016, the Company and each of SIC III, SIC IV and SIC VI entered into an Exchange Agreement (the "Exchange Agreement") pursuant to which, subject to adjustment, (i) 3,000 shares of the Company's Series C Preferred Stock owned by SIC III are to be exchanged for 17,817,950 shares of the Company's common stock and (ii) all of the of debt held by Sillerman, including the Note, the Line of Credit and the revolving Notes (collectively, the "Sillerman Notes") is to be exchanged for 101,333,088 shares of Company common stock. The exchange, and thus the issuance of these shares, is conditioned upon approval of the Company's shareholders, the closing of an offering of the Company's common stock in the amount of at least $10,000,000, approval of its Listing of Additional Shares application with Nasdaq, the Company not being subject to any bankruptcy proceeding, and various other conditions. The price at which the Sillerman Notes and the Series C Preferred Stock is being exchanged (the "Exchange Price") equals the lesser of $0.26 and the price at which the Debentures (as defined below) can be exchanged for shares of the Company's common stock, so long as the Company received a valuation that the exchange price reflects fair value. The Exchange Agreement provides for termination in the event the conditions are not satisfied by March 31, 2017. The "Debentures" means those various debentures, dated as of July 12, 2016, between the Company and various investors in the aggregate principal amount of $4,444,444.44. The Debentures are convertible initially at any time at the option of the holder into shares of the Company's common stock at an initial conversion price of $0.3133 per share (the "Conversion Price"). If the Company issues or sells shares of its common stock, rights to purchase shares of its common stock, or securities convertible into shares of its common stock for a price per share that is less than the Conversion Price then in effect, the Conversion Price then in effect will be decreased to equal such lower price. If this occurs, the Exchange Price as set forth in the Exchange Agreement could be reduced. The Exchange Agreement will help increase the amount of stockholders equity on the Company's balance sheet to help the Company achieve minimum levels of stockholders equity as required by Nasdaq. In addition, exchanging the Sillerman Notes and the Series C Preferred Stock will allow the Company to have a more attractive balance sheet that may facilitate future capital raising activities. Because Mr. Sillerman is a director, executive officer and greater than 10% stockholder of the Company, a majority of the Company's independent directors approved the transaction described in the Exchange Agreement. The foregoing description of the Exchange Agreement is not complete and is subject to and qualified in its entirety by reference to the Exchange Agreement, a copy of which is attached as Exhibit 3.10 and incorporated herein by reference. Item 5. Interest in Securities of the Issuer. Item 5 of the Statement is hereby amended and restated as follows: (a)(b) As of June 3, 2016, the Reporting Person is the beneficial owner of, and holds the sole power to vote or to direct the vote and sole power to dispose or to direct the disposition of 162,268 shares of Common Stock, and shared power to vote or to dispose or to direct the disposition of 42,049,331 shares of Common Stock. Accordingly, that total of 42,211,599 represents approximately 67.6% of the outstanding shares of Common Stock. These shares consist of: 1. 30,811,268 shares of Common Stock held by Sillerman Investment Company III LLC ("SIC III"), of which the Reporting Person is the sole member and manager; 2. 8,750,000 shares of Common Stock held by SIC IV, of which the Reporting Person is the sole member and manager;Exhibit 3.9 Subscription Agreement, dated as of March 9, 2016, by and between the Company and Sillerman Investment Company III LLC (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K filed by the Company on May 13, 2016) Exhibit 3.10 Exchange Agreement, dated as of June 8, 2016, by and among the Company and Sillerman Investment Company III LLC, Sillerman Investment Company IV, LLC and Sillerman Investment Company VI, LLC (incorporated by reference to Exhibit 10.12 to the Current Report on Form 8-K filed by the Company on July 13, 2016)CUSIP No. 36077T 108 13D/A 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. FUNCTION(X) INC. /s/ Robert F.X. Sillerman Insert Name Chairman and Chief Executive Officer Insert Title July 19, 2016 Insert Date INDEX TO EXHIBITS Exhibit 3.1 Securities Purchase Agreement, dated as of October 24, 2014, by and between the Company and Sillerman Investment Company III LLC (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K filed by the Company on October 27, 2014) Exhibit 3.2 Line of Credit Promissory Note, dated as of October 24, 2014, issued by the Company in favor of Sillerman Investment Company III LLC (incorporated by reference to Exhibit 10.2 to the Current Report on Form 8-K filed by the Company on October 27, 2014) Exhibit 3.3 Certificate of Designations of the Series C Convertible Preferred Stock (incorporated by reference to Exhibit 3.1 to the Current Report on Form 8-K filed by the Company on October 27, 2014) Exhibit 3.4 Form of Warrant issuable pursuant to the Securities Purchase Agreement (incorporated by reference to Exhibit 10.3 to the Current Report on Form 8-K filed by the Company on October 27, 2014) Exhibit 3.5 Registration Rights Agreement, dated as of October 24, 2014, by and between the Company and Sillerman Investment Company III LLC (incorporated by reference to Exhibit 10.4 to the Current Report on Form 8-K filed by the Company on October 27, 2014) Exhibit 3.6 2011 Executive Incentive Plan (incorporated by reference to Exhibit B to the Company's Amended Information Statement on Form 14C filed by the Company on June 15, 2015) Exhibit 3.7 Form of Warrant (incorporated by reference to Exhibit 10.2 to the Current Report on Form 8-K filed by the Company on March 15, 2013) Exhibit 3.8 Subscription Agreement, dated as of December 3, 2015, by and between the Company and Sillerman Investment Company IV LLC (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K filed by the Company on December 7, 2015)