SEC FORM 3/A

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0104
Estimated average burden
hours per response:			0.5

1. Name and Address of Reporting Person^*

Bettis Carr

(Last)

(First)

(Middle)

C/O AUDIOEYE INC

5210 E. WILLIAMS CIRCLE, SUITE 750

(Street)

TUCSON

85711

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
09/04/2018

3. Issuer Name and Ticker or Trading Symbol
AUDIOEYE INC [ AEYE ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
X	Officer (give title below)		Other (specify below)
Exec Chrmn/Chrmn of the Board

5. If Amendment, Date of Original Filed (Month/Day/Year)
09/04/2018

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	128,180⁽¹⁾	D
Common Stock	27,593⁽²⁾	I	J. Carr & Stephanie V. Bettis Revocable Trust, Dated January 1, 2003⁽³⁾

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Series A Convertible Preferred Stock	⁽⁴⁾	⁽⁴⁾	Common Stock	10,000⁽⁵⁾	⁽⁶⁾⁽⁷⁾	I	J. Carr & Stephanie V. Bettis Revocable Trust, Dated January 1, 2003⁽³⁾

Explanation of Responses:

1. The reporting person's Form 3 filed on September 4, 2018, and subsequent Form 4s, inadvertently understated the reporting person's direct holdings by 840 shares.

2. The reporting person's Form 3 filed on September 4, 2018, and subsequent Form 4s, inadvertently reported certain shares of Series A Convertible Preferred Stock held by the J. Carr & Stephanie V. Bettis Revocable Trust, Dated 1/1/03 (the "Trust") as shares of common stock, overstating the number of shares of common stock held by the Trust by 27,263 shares.

3. Dr. Bettis is deemed to be a beneficial owner of the J. Carr & Stephanie V. Bettis Revocable Trust, dated January 1, 2003.

4. The shares of Series A Preferred Stock were immediately convertible upon issuance and do not expire.

5. The reporting person's Form 3 filed on September 4, 2018, and subsequent Form 4s, inadvertently overstated the number shares of Series A Preferred Stock held by the Trust by 16,801 shares.

6. Each share of Series A Convertible Preferred Stock of the Issuer ("Series A Preferred Stock") shall be convertible, at any time and from time to time into that number of shares of the Issuer's common stock determined by dividing $10 (the "Stated Value") plus any accrued dividends with respect to such share by the Conversion Price of $4.385, subject to adjustment as described in the Certificate of Designations for the Series A Preferred Stock (the "Series A COD").

7. Holders of shares of Series A Preferred Stock are entitled to receive, when, as and if declared by the Board of Directors of the Issuer, cumulative dividends at the annual rate of 5% of the Stated Value per share of Series A Preferred Stock. Such dividends shall accrue on each such share commencing on the date of issue, and shall accrue from day to day, whether or not earned or declared. Subject to the terms of the Series A COD, at any time the Issuer shall be entitled to redeem any or all of the outstanding shares of Series A Preferred Stock at a per share price equal to 125% of the Stated Value plus accumulated dividends, payable in cash.

	/s/ James Spolar, Attorney-in-Fact	02/26/2021
	** 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 5 (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.