Huaizheng Peng Form 3 HELIUS MEDICAL / Huaizheng Peng 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^*

Peng Huaizheng

(Last) (First) (Middle)

HELIUS MEDICAL TECHNOLOGIES, INC.

SUITE 400, UNIVERSITY DRIVE

(Street)

NEWTOWN PA 18940

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
12/29/2015

3. Issuer Name and Ticker or Trading Symbol
HELIUS MEDICAL TECHNOLOGIES, INC. [ HSDT ]

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)

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
Stock Option (Right to Buy)	(1)	12/31/2020	Class A Common Stock	50,000	0.9(2)	D

Explanation of Responses:

1. One-third of the shares subject to this option vested on December 31, 2015 and the remaining shares will vest in equal amounts on each of December 31, 2016 and December 31, 2017.

2. Translated into U.S. dollars from Canadian dollars based on the noon buying rate from the Federal Reserve Bank of USD$1.00 = CAD$1.3839 on December 31, 2015, based on an option exercise price of CAD$1.24.

Remarks:

Exhibit 24 - Power of Attorney

	/s/ Ori Solomon, Attorney-in-Fact	01/08/2016
	** 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).
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