Stern Adam K Form 3 DarioHealth / ADAM K STERN ownership change

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

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1. Name and Address of Reporting Person^*

STERN ADAM K

(Last) (First) (Middle)

8 HATOKHEN STREET

(Street)

CAESAREA L3 3088900

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
03/01/2020

3. Issuer Name and Ticker or Trading Symbol
DarioHealth Corp. [ DRIO ]

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

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

5. 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 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	2,000	I	AKS Family Foundation, Inc.
Common Stock	15,000	I	AKS Family Partners

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)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Series A Preferred Stock	11/27/2019	(1)	Common Stock	74,100	4.05	I	AKS Family Partners
Common Stock Warrant	12/19/2019	12/19/2024	Common Stock	253,911	4.05	D
Common Stock Warrant	12/19/2019	12/19/2024	Common Stock	25,676	4.28	D
Common Stock Warrant	12/19/2019	12/19/2024	Common Stock	10,086	4.98	D
Common Stock Warrant	12/19/2019	12/19/2024	Common Stock	1,525	5.9	D

Explanation of Responses:

1. Subject to beneficial ownership limitations provided for in the offering documents relating to the sale of the Series A Preferred Stock, each share of Series A Preferred Stock shall automatically convert into shares of the registrant's common stock at the conversion price upon the earlier of (i) the 36-month anniversary of the effective date of the certificate of designation (which was November 27, 2019), or (ii) the consent to conversion by holders of at least 50.1% of the outstanding shares of Series A Preferred.

	/s/ Adam Stern	03/09/2020
	** 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).
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