Michael Roy Johnson Form 3 Meet / Michael Roy Johnson 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^*

Johnson Michael Roy

(Last) (First) (Middle)

100 UNION SQUARE DRIVE

(Street)

NEW HOPE PA 18938

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
11/13/2017

3. Issuer Name and Ticker or Trading Symbol
Meet Group, Inc. [ MEET ]

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

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

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(1)	61,835	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
Employee Stock Option (Right to Buy)(2)	(2)	05/21/2024	Common Stock	11,667	1.9	D
Employee Stock Option (Right to Buy)(2)	(2)	05/05/2025	Common Stock	25,833	1.64	D
Employee Stock Option (Right to Buy)(2)	(2)	04/26/2026	Common Stock	20,700	3.28	D
Employee Stock Option (Right to Buy)(2)	(2)	05/19/2027	Common Stock	17,000	4.66	D

Explanation of Responses:

1. Mr. Johnson holds (i) 12,500 restricted stock awards granted to him on May 6, 2015, the restrictions on the restricted stock will lapse on the third anniversary of the grant date, subject to Mr. Johnson's continuing employment with the Issuer, (ii) 13,800 restricted stock awards granted to him on April 26, 2016, the restrictions on the restricted stock will lapse equally on the second and third anniversary of the grant date, subject to Mr. Johnson's continuing employment with the Issuer, (iii) 10,435 restricted stock awards granted to him on April 20, 2017, the restrictions on the restricted stock will lapse April 3, 2018, subject to Mr. Johnson's continuing employment with the Issuer, (iv) 17,600 restricted stock awards granted to him on May 19, 2017, one-third of the restrictions on the restricted stock will lapse on each of the first, second and third anniversaries of the grant date.

2. Mr. Johnson received options in the amount of 11,667, 25,833, 20,700, and 17,000 on May 21, 2014, May 6, 2015, April 26, 2016, and May 19, 2017, respectively (each, an "Option Grant Date"), subject to Mr. Johnson's continuing employment with the Issuer. The options vest in three equal installments, on an annual basis, beginning on the first anniversary of each respective Option Grant Date.

Remarks:

	/s/ Michael Johnson	11/15/2017
	** 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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