Kenneth E. Rees Form 4 Elevate Credit / Kenneth E. Rees 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^*

Rees Kenneth E.

(Last) (First) (Middle)

C/O ELEVATE CREDIT INC.

(Street)

FORT WORTH TX 76109

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Elevate Credit, Inc. [ ELVT ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
05/18/2019

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								924,495	I	By Kenneth Earl Rees Family Investments, Ltd.
Common Stock								894,492(1)	I	By Jeanne Margaret Gulner Family Investments, Ltd.(2)
Common Stock	05/18/2019		M		72,654	A	(3)	392,993	D
Common Stock	05/18/2019		F		28,590(4)	D	$4.57	364,403	D
Common Stock	05/19/2019		M		140,274	A	(3)	504,677	D
Common Stock	05/19/2019		F		55,198(4)	D	$4.57	449,479	D

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
Restricted Stock Unit (RSU)	(3)	05/18/2019		M			72,654	(5)	(5)	Common Stock	72,654	$0.00	217,963	D
Restricted Stock Unit (RSU)	(3)	05/19/2019		M			140,274	(6)	(6)	Common Stock	140,274	$0.00	280,548	D

Explanation of Responses:

1. The Form 4 filed by the Reporting Person on May 17, 2019 inadvertently reported an incorrect balance. The number of shares reported in this box is the corrected number held by the Reporting Person reported on this line of this Form 4.

2. The spouse of the Reporting Person is the sole member of 1991 Enterprises, LLC which is the general partner of Jeanne Margaret Gulner Family Investments, Ltd.

3. Each restricted stock unit ("RSU") represents a contingent right to receive one share of Elevate Credit, Inc. common stock.

4. These shares were withheld by Issuer to satisfy tax withholding obligations.

5. The RSUs shall vest as to one-fourth (1/4th) of the applicable RSUs on each anniversary of May 18, 2018 such that the RSUs shall be fully vested on May 18, 2022.

6. The RSUs shall vest as to one-fourth (1/4th) of the applicable RSUs on each anniversary of May 19, 2017 such that the RSUs shall be fully vested on May 19, 2021.

Remarks:

	/s/ Chad Bradford, as attorney-in-fact	05/21/2019
	** 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 4 (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.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.