Greenspan Ira Scott Form 4 PAVmed / Ira Scott Greenspan 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^*

Greenspan Ira Scott

(Last) (First) (Middle)

420 LEXINGTON AVENUE

SUITE 300

(Street)

NEW YORK NY 10170

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
PAVmed Inc. [ PAVM ]

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)
04/28/2016

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								27,873	D
Common Stock								5,713,879	I	By HCFP/Capital Partners III LLC(1)
Common Stock								20,904	I	By Robert M. Greenspan(2)
Common Stock	04/28/2016		A		87,020	A	(3)	87,020	I	By HCFP Inc.(4)
Common Stock	04/28/2016		A		125,000	A	(3)	125,000	I	By HCFP/Capital Partners IIIB LLC(5)
Common Stock	04/28/2016		A		20,000	A	(3)	20,000	I	By HCFP/AG LLC(6)

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
Warrants	$5							10/28/2016	01/29/2022	Common Stock	27,873		27,873	D
Warrants	$5							10/28/2016	01/29/2022	Common Stock	5,713,879		5,713,879	I	By HCFP/Capital Partners III LLC(1)
Warrants	$5							10/28/2016	01/29/2022	Common Stock	6,968		6,968	I	By Robert M. Greenspan(2)
Warrants	$5	04/28/2016		A		87,020		10/28/2016	01/29/2022	Common Stock	87,020	(3)	387,020	I	By HCFP Inc.(4)
Warrants	$5	04/28/2016		A		125,000		10/28/2016	01/29/2022	Common Stock	125,000	(3)	125,000	I	By HCFP/Capital Partners IIIB LLC(5)
Warrants	$5	04/28/2016		A		20,000		10/28/2016	01/29/2022	Common Stock	20,000	(3)	20,000	I	By HCFP/AG LLC(6)
Employee Stock Option (Right to Buy)	$5	04/28/2016		A		97,554		(7)	04/28/2026	Common Stock	97,554	$0	97,554	D

Explanation of Responses:

1. Mr. Greenspan is a member and a co-manager of HCFP/Capital Partners III LLC, and shares joint voting and dispositive power over the shares held by this entity. Mr. Greenspan disclaims beneficial ownership of shares held by this entity, except to the extent of his proportionate pecuniary interest therein.

2. Robert M. Greenspan is the reporting person's son.

3. The reporting person purchased units from the issuer, each unit consisting of one share of the issuer's common stock and one warrant, at a price of $5.00 per unit. Each warrant entitles the holder to purchase one share of the issuer's common stock at an exercise price of $5.00 per share, subject to adjustment.

4. Mr. Greenspan is a controlling shareholder of HCFP Inc., and shares joint voting and dispositive power over the shares held by this entity. Mr. Greenspan disclaims beneficial ownership of shares held by this entity, except to the extent of his proportionate pecuniary interest therein.

5. Mr. Greenspan is a member and a co-manager of the entity that acts as sole manager of HCFP/Capital Partners IIIB LLC, and shares joint voting and dispositive power over the shares held by this entity. Mr. Greenspan disclaims beneficial ownership of shares held by this entity, except to the extent of his pecuniary interest therein.

6. Mr. Greenspan is a co-manager of HCFP/AG LLC, and shares joint voting and dispositive power over the shares held by this entity. Mr. Greenspan disclaims beneficial ownership of shares held by this entity, except to the extent of his pecuniary interest therein.

7. The option vests as to 3/36 of the shares on July 28, 2016 and in 33 equal monthly installments thereafter.

Remarks:

	/s/ Ira Scott Greenspan	05/02/2016
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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