Groot Eleanor De Form 3 ZIOPHARM ONCOLOGY / Groot Eleanor De 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^*

De Groot Eleanor

(Last) (First) (Middle)

ONE FIRST AVENUE, PARRIS BUILDING 34

NAVY YARD PLAZA

(Street)

BOSTON MA 02129

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
06/13/2019

3. Issuer Name and Ticker or Trading Symbol
ZIOPHARM ONCOLOGY INC [ ZIOP ]

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
EVP, GM Cell Therapy

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	199,223(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
Employee Stock Option (right to buy)	(2)	07/13/2025	Common Stock	100,000	11.53	D
Employee Stock Option (right to buy)	(3)	01/06/2029	Common Stock	172,671	2.24	D

Explanation of Responses:

1. 17,667 shares shall vest on 12/29/2019, 13,100 shares vest on 12/30/2019, 36,502 shares shall vest on 12/31/2019, 17,666 shares shall vest on 12/29/2020, 36,502 shares shall vest on 12/31/2020 and 36,501 shares shall vest on 12/31/2021.

2. Fully vested.

3. 1/12th of the shares underlying this option will vest in equal quarterly installments commencing one quarterly period after 12/31/2018.

Remarks:

Exhibit List - Exhibit 24 - Power of Attorney

	/s/ Robert Hadfield, Attorney-in-Fact	06/24/2019
	** 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 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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