Universal Biosensors (UVBIF) Form 4 UNIVERSAL BIOSENSORS / Craig E. Coleman 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^*

Coleman Craig E.

(Last) (First) (Middle)

1 CORPORATE AVENUE

(Street)

VICTORIA C3 3178

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
UNIVERSAL BIOSENSORS INC [ UBI ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
09/11/2019

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)
			Code	V	Amount	(A) or (D)	Price
Common Stock(1)	09/11/2019		P		1,710,683	A	$0.19(2)(4)	33,630,445	I	By Partnership(5)(6)
Common Stock(1)	09/12/2019		P		80,000	A	$0.19(3)(4)	33,710,445	I	By Partnership(5)(6)
Common Stock(1)								220,000	I	By the Coleman Super Fund(7)

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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Traded as Chess Depository Interests ("CDIs") on the Australian Stock Exchange. CDIs represent beneficial interests in the common stock held by CHESS Depository Nominees Pty Ltd.

2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at a price of $0.19. The Reporting Person undertakes to provide to Universal Biosensors, Inc. ("UBI"), any security holder of UBI, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote (2) to this Form 4.

3. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $0.190 to $0.195, inclusive. The Reporting Person undertakes to provide to Universal Biosensors, Inc. ("UBI"), any security holder of UBI, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote (2) to this Form 4.

4. The price per share of the common stock reported is stated in Australian dollars, as converted from a U.S. dollar price on the date of the transaction.

5. The Reporting Person is a director of Viburnum Funds Pty Ltd ("Viburnum"), which is the manager of each of VF Strategic Equities Fund ("Strategic Fund") and VF High Conviction Fund ("Conviction Fund"), the direct beneficial owners of the common stock. The Reporting Person disclaims beneficial ownership within the meaning of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise of the common stock held by Strategic Fund and Conviction Fund, except to the extent of his pecuniary interest therein.

6. Viburnum, as the manager of Strategic Fund and Conviction Fund, may be deemed to beneficially own 33,710,445 shares of common stock, which consists of 21,882,335 and 11,828,110 shares of common stock held by Strategic Fund and Conviction Fund, respectively. Viburnum, as the manager of each of Strategic Fund and Conviction Fund, shares voting and dispositive power over, and may be deemed to beneficially own, the common stock held by the foregoing entities. The Reporting Person shares voting and dispositive power over, and may be deemed to beneficially own, the common stock held by the foregoing entities due to the Reporting Person serving as a director of Viburnum.

7. Craig E. and Phylis Coleman are the trustees of the Coleman Super Fund, of which Mr. Coleman is a potential beneficiary.

	/s/ David St. Quintin, as attorney-in-fact	09/12/2019
	** 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).
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