Wood David M. Form 4 LILIS ENERGY / David M. Wood 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^*

Wood David M.

(Last) (First) (Middle)

979 COUNTY ROAD 3277

(Street)

QUITMAN TX 75783

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
LILIS ENERGY, INC. [ LLEX ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
02/11/2019

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	02/11/2019		A		10,000	A	$2.17(1)	40,000	D
Common Stock	02/11/2019		A		34,562	A	$2.17(2)	74,562	D

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
Stock Option (Right to Buy)	$2.17	02/11/2019		A		45,000		(3)	(4)	Common Stock	45,000	$0	45,000	D

Explanation of Responses:

1. Represents restricted stock granted by the Issuer pursuant to the 2016 Omnibus Incentive Plan for Reporting Person's service on the Board of Directors. These shares vest over three years, with 34% vesting on the first anniversary of the date of the grant, 33% vesting on the second anniversary of the date of the grant, and 33% vesting on the third anniversary of the date of the grant, subject to continued service through each vesting date.

2. Represents restricted stock granted by the Issuer to the Reporting Person on January 31, 2019 for the Reporting Person's service on the Board of Directors.

3. Represents option to purchase common stock granted by the Issuer pursuant to the 2016 Omnibus Incentive Plan for Reporting Person's service on the Board of Directors, which vest, and become exercisable, in four installments: 25,000 options which vest immediately, and then in three equal installments on each of January 31, 2020, January 31, 2021, and January 31, 2022, subject to continued service through each vesting date.

4. This option to purchase common stock expires ten years from the date the options first vest and become exercisable.

Remarks:

	/s/ Christa Garrett, Attorney-in-Fact for David M. Wood	02/12/2019
	** 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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