Subin Neil S Form 4 DETERMINE / NEIL S SUBIN ownership change

SEC Form 4

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^*

SUBIN NEIL S

(Last)

(First)

(Middle)

3300 SOUTH DIXIE HIGHWAY

SUITE 1-365

(Street)

WEST PALM BEACH

33405

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
DETERMINE, INC. [ DTRM ]

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

	Director	X	10% Owner
	Officer (give title below)	X	Other (specify below)
See Remarks

3. Date of Earliest Transaction (Month/Day/Year)
04/10/2019

4. If Amendment, Date of Original Filed (Month/Day/Year)

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 Acquired, Disposed of, or Beneficially Owned
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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock								6,576,315⁽¹⁾	I	By Milfam II L.P.
Common Stock								354,789⁽¹⁾	I	By LIM III - Trust A-4
Common Stock								354,786⁽¹⁾	I	By MBM - Trust A-4
Common Stock								301,590⁽¹⁾	I	By Trust C - Lloyd I. Miller
Common Stock								211,351⁽¹⁾	I	By Milfam I L.P.
Common Stock								2,100⁽¹⁾	I	By Trust D - Lloyd I. Miller
Common Stock								250,820⁽¹⁾	I	By Lloyd I. Miller, III Revocable Trust

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Junior Secured Convertible Promissory Note and PIK Interest	$5.7	04/10/2019		J⁽²⁾			899,112.94⁽³⁾	05/05/2015	12/16/2020	Common Stock	157,738⁽³⁾	⁽²⁾	0⁽¹⁾	I	By Milfam II L.P.
Junior Secured Convertible Promissory Note and PIK Interest	$5.7	04/10/2019		J⁽²⁾			899,109.97⁽³⁾	05/05/2015	12/16/2020	Common Stock	157,738⁽³⁾	⁽²⁾	0⁽¹⁾	I	By Lloyd I. Miller, III Revocable Trust
Junior Secured Convertible Promissory Note and PIK Interest	$5.7	04/10/2019		J⁽²⁾			449,554.99⁽³⁾	05/05/2015	12/16/2020	Common Stock	78,869⁽³⁾	⁽²⁾	0⁽¹⁾	I	By LIM III - Trust A-4
Junior Secured Convertible Promissory Note and PIK Interest	$5.7	04/10/2019		J⁽²⁾			449,554.99⁽³⁾	05/05/2015	12/16/2020	Common Stock	78,869⁽³⁾	⁽²⁾	0⁽¹⁾	I	By MBM - Trust A-4
Junior Secured Convertible Promissory Note and PIK Interest	$3	04/10/2019		J⁽²⁾			767,439.97⁽³⁾	12/16/2015	12/16/2020	Common Stock	255,813⁽³⁾	⁽²⁾	0⁽¹⁾	I	By Milfam II L.P.
Junior Secured Convertible Promissory Note and PIK Interest	$3	04/10/2019		J⁽²⁾			767,439.97⁽³⁾	12/16/2015	12/16/2020	Common Stock	255,813⁽³⁾	⁽²⁾	0⁽¹⁾	I	By Lloyd I. Miller, III Revocable Trust
Junior Secured Convertible Promissory Note and PIK Interest	$3	04/10/2019		J⁽²⁾			383,719.99⁽³⁾	12/16/2015	12/16/2020	Common Stock	127,906⁽³⁾	⁽²⁾	0⁽¹⁾	I	By LIM III - Trust A-4
Junior Secured Convertible Promissory Note and PIK Interest	$3	04/10/2019		J⁽²⁾			383,719.99⁽³⁾	12/16/2015	12/16/2020	Common Stock	127,906⁽³⁾	⁽²⁾	0⁽¹⁾	I	By MBM - Trust A-4
Junior Secured Convertible Promissory Note and PIK Interest	$3	04/10/2019		J⁽²⁾			1,303,946.46⁽³⁾	12/27/2016	12/27/2021	Common Stock	434,648⁽³⁾	⁽²⁾	0⁽¹⁾	I	By Milfam II L.P.

Explanation of Responses:

1. Except for possessing voting and dispositive power, the reporting person disclaims any other beneficial ownership of, and specifically any pecuniary interest in, the securities reported herein. This filing is not, and shall not be deemed, an admission (and the reporting person expressly disclaims) that the reporting person is, for purposes of Rule 16a-1(a)(2) under Section 16 of the Securities Exchange Act of 1934, the beneficial owner of any equity securities covered by this filing.

2. On April 10, 2019, the Issuer paid in full all amounts due under this Junior Secured Convertible Note, including PIK interest accrued through April 10, 2019.

3. Includes all PIK interest on this Junior Secured Convertible Promissory Note accrued through April 10, 2019.

Remarks:

Mr. Neil S. Subin ("Mr. Subin"), who succeeded to the position of President and Manager of MILFAM LLC, which serves as manager, general partner, or investment advisor of a number of entities formerly managed or advised by the late Lloyd I. Miller, III., and also serves as trustee of a number of Miller family trusts, and Alimco Financial Corporation ("Alimco") may be deemed to constitute a "group" for purposes of Section 13(d) of the Exchange Act. Mr. Subin and Alimco respectively disclaim (i) the existence of, and membership in, a "group" within the meaning of Section 13(d)(3) of the Exchange Act and Rule 13d-5(b) thereunder, and (ii) beneficial ownership of the securities reported by the other reporting person. The shares of Common stock ("Shares") reported by Mr. Subin in in this filing do not include Shares reported separately by Alimco.

	/s/ Paul N. Silverstein Attorney-in-fact	04/12/2019
	** 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.

Subin Neil S Form 4DETERMINE / NEIL S SUBIN ownership change