PAVmed (PAVM) Form 4 PAVmed / Lishan Aklog 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^*

Aklog Lishan

(Last) (First) (Middle)

ONE GRAND CENTRAL PLACE

SUITE 4600

(Street)

NEW YORK NY 10165

(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
X	Officer (give title below)		Other (specify below)
Chairman and CEO

3. Date of Earliest Transaction (Month/Day/Year)
01/11/2017

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	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
Warrants	$5	01/11/2017		P		25,000		10/28/2016	01/29/2022	Common Stock	25,000	$4	44,500	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	2,220,532		2,220,532	I	By Pavilion Venture Partners LLC(2)
Warrants	$5							10/28/2016	01/29/2022	Common Stock	387,020		387,020	I	By HCFP Inc.(3)
Warrants	$5							10/28/2016	01/29/2022	Common Stock	125,000		125,000	I	By HCFP/Capital Partners IIIB LLC(4)
Warrants	$5							10/28/2016	01/29/2022	Common Stock	20,000		2,000	I	By HCFP/AG LLC(5)

1. Name and Address of Reporting Person^*

Aklog Lishan

(Last) (First) (Middle)

ONE GRAND CENTRAL PLACE

SUITE 4600

(Street)

NEW YORK NY 10165

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

HCFP/Capital Partners III LLC

(Last) (First) (Middle)

ONE GRAND CENTRAL PLACE

SUITE 4600

(Street)

NEW YORK NY 10165

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Pavilion Venture Partners LLC

(Last) (First) (Middle)

ONE GRAND CENTRAL PLACE

SUITE 4600

(Street)

NEW YORK NY 10165

(City) (State) (Zip)

Explanation of Responses:

1. Dr. Aklog 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. Dr. Aklog disclaims beneficial ownership of shares held by this entity, except to the extent of his proportionate pecuniary interest therein.

2. Dr. Aklog is a member and sole manager of Pavilion Venture Partners LLC, and has sole voting and dispositive power over the shares held by this entity. Dr. Aklog disclaims beneficial ownership of shares held by this entity, except to the extent of his proportionate pecuniary interest therein.

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

4. Dr. Aklog 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. Dr. Aklog disclaims beneficial ownership of shares held by this entity, except to the extent of his pecuniary interest therein.

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

Remarks:

	/s/ Dr. Lishan Aklog	01/12/2017
	/s/ Dr. Lishan Aklog, as manager of HCFP/Capital Partners III LLC	01/12/2017
	/s/ Dr. Lishan Aklog, as manager of Pavilion Venture Partners LLC	01/12/2017
	** Signature of Reporting Person	Date
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