| FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). | ||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
NEXEON MEDSYSTEMS INC [ NXNN ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 08/31/2017 | ||||||||||||||||||||||||||
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4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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| 1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
| Code | V | Amount | (A) or (D) | Price | ||||||
| COMMON STOCK(1) | 08/31/2017 | A | 2,996 | A | $0.625 | 255,796 | D | |||
| COMMON STOCK(1) | 09/15/2017 | A | 2,996 | A | $0.625 | 258,792 | D | |||
| COMMON STOCK(1) | 09/30/2017 | A | 2,996 | A | $0.625 | 261,788 | D | |||
| COMMON STOCK(1) | 10/15/2017 | A | 2,996 | A | $0.625 | 264,784 | D | |||
| COMMON STOCK(1) | 10/31/2017 | A | 2,996 | A | $0.625 | 267,780 | D | |||
| COMMON STOCK(1) | 11/15/2017 | A | 2,996 | A | $0.625 | 270,776 | D | |||
| COMMON STOCK(1) | 11/30/2017 | A | 2,996 | A | $0.625 | 273,772 | D | |||
| COMMON STOCK(1) | 12/15/2017 | A | 2,996 | A | $0.625 | 276,768 | D | |||
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| OPTIONS(2) | $0.76 | 02/28/2018 | A | 30,000 | 02/28/2018 | 02/28/2021(2) | COMMON STOCK | 30,000 | $0(2) | 30,000 | D | ||||
| Explanation of Responses: |
| 1. On August 21, 2017, the Company offered to current employees the opportunity to purchase shares of the Company's restricted Common Stock for a discount through payroll deductions. Between August 31, 2017 and December 15, 2017, the Reporting Person acquired 23,968 shares of the Company's restricted common stock through a subscription of the shares as compensation for service as Chief Financial Officer of the Company. These shares were valued at $14,980 ($0.625 per share). |
| 2. On February 28, 2018, and pursuant to the Company's 2016 Ominbus Incentive Plan, the Company granted to the Reporting Person an option (the "Option") to purchase 30,000 shares of the Company's restricted common stock, at a price of $0.76 per share, as compensation for service as Chief Financial Officer of the Company. The term of the Option shall be for a period of three (3) years from the date of issue. The fair value of the Option was determined to be $6,766 using the Black-Sholes Option Pricing Model. The Option was immediately exercisable at date of issue. |
| /s/ Christopher R. Miller | 05/01/2018 | |
| ** Signature of Reporting Person | Date | |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
| * If the form is filed by more than one reporting person, see Instruction 4 (b)(v). | ||
| ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||