SC 13G 1 fpay.txt UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 Schedule 13G Under the Securities Exchange Act of 1934 FlexShopper, Inc (Name of Issuer) Common Stock (Title of Class of Securities) 33939J303 (CUSIP Number) Septmber 25, 2018 (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). CUSIP No. 290846203 1. Names of Reporting Persons Laurence W. Lytton 2. Check the Appropriate Box if a Member of a Group Not Applicable 3. SEC Use Only 4. Citizenship or Place of Organization USA Number of Shares Beneficially Owned By Each Reporting Person With 5. Sole Voting Power 900,000 (2) 6. Shared Voting Power 7. Sole Dispositive Power 900,000 (2) 8. Shared Dispositive Power 9. Aggregate Amount Beneficially Owned by Each Reporting Person 900,000 (2) 10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) [_] Not Applicable 11. Percent of Class Represented by Amount in Row (9) 5.8% (1) (2) (1) based on 15,469,501 shares outstanding as of September 25, 2018, as reported in the company prospectus filed on September 25, 2018. (2) Excludes 450,000 shares of Common Stock underlying certain warrants that are not exercisable due to the exercise limitation, which provides that the warrants may not be exercised if, after such exercise, the Reporting Persons or affiliates of the Reporting Persons would beneficially own more than 4.99% of the number of shares of Common Stock outstanding. 12. Type of Reporting Person (See Instructions) IN Item 1. (a) Name of Issuer FlexShopper, Inc. (b) Address of Issuer's Principal Executive Offices 72700 North Military Trail Suite 200 Boca Raton, FL 33431 Item 2. (a) Name of Person Filing Laurence W. Lytton (b) Address of Principal Business Office, or if none, Residence 467 CPW NY, NY 10025 (c) Citizenship USA (d) Title of Class of Securities Common Stock (e) CUSIP Number 33939J303 Item 3. not applicable Item 4. Ownership. Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1. (a) Amount beneficially owned: 900,000 (b) Percent of class: 5.8% (c) Number of shares as to which such person has: (i) Sole power to vote or to direct the vote 900,000 (2) (ii) Shared power to vote or to direct the vote (iii) Sole power to dispose or to direct the disposition of 900,000 (2) (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. 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. Certifications. By signing below I certify that, to the best of my 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. 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. ________10/04/18____________________________ Date ____s/ Laurence W. Lytton____________________________ Signature _____Laurence W. Lytton___________________________ Name/Title