Croxall Douglas B Form 4 Marathon Patent / DOUGLAS B CROXALL 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^*

CROXALL DOUGLAS B

(Last) (First) (Middle)

11100 SANTA MONICA BLVD., STE. 380

(Street)

LOS ANGELES CA 90025

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Marathon Patent Group, Inc. [ MARA ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
05/23/2017

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

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
Option	$6.4	05/23/2017		D			220,000	(1)	11/03/2024	Common Stock	220,000	$0	0	D
Option	$2.64	05/23/2017		D			307,692	(2)	06/11/2018	Common Stock	307,692	$0	0	D

Explanation of Responses:

1. 220,000 options to purchase shares of the Issuer's common stock were granted on 11/03/2014 (adjusted for the 1:2 stock dividend issued on December 2, 2014), which vested in 24 equal installments over a 24-month period beginning on November 3, 2014. On May 23, 2017, Mr. Croxall returned 220,000 of such options, respectively, for cancellation.

2. 307,692 options to purchase shares of the Issuer's common stock were granted on 6/11/2013 (adjusted for the 1:2 stock dividend issued on December 2, 2013) ), which vested in 24 equal installments over a 24-month period beginning on June 11, 2013. On May 23, 2017, Mr. Croxall returned all of such options in the amount of 307,692 for cancellation.

	/s/Douglas Croxall	05/31/2017
	** Signature of Reporting Person	Date
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