David H Deming Form 3 Better For You Wellness / David H Deming 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^*

Deming David H

(Last) (First) (Middle)

C/O BETTER FOR YOU WELLNESS, INC.

1349 EAST BROAD ST

(Street)

COLUMBUS OH 43205

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
09/30/2021

3. Issuer Name and Ticker or Trading Symbol
Better For You Wellness, Inc. [ BFYW ]

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	25,000(1)	D

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
Option to Purchase Common Stock	09/30/2022	09/30/2026	Common Stock	4,000,000(2)	0.25	D

Explanation of Responses:

1. 25,000 shares of Common Stock are granted every quarter starting on September 30, 2021, under certain conditions (200,000 shares of Common Stock in total over a period of eight quarters).

2. The Options to Purchase Common Stock vest at a rate of 12.5% (Options to purchase 25,000 shares of Common Stock) starting on September 30, 2021 and 12.5% (Options to purchase 25,000 shares of Common Stock) per quarter thereafter. Accordingly, the Options to Purchase Common Stock will be fully vested on June 30, 2023. The options are exercisable from the first anniversary of the grant date.

	David H Deming	11/17/2021
	** 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).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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