Sec Form 4 Filing - Pastor Darin Richard @ CAPSTONE FINANCIAL GROUP, INC. - 2016-12-07

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person Pastor Darin Richard 2. Issuer Name and Ticker or Trading Symbol CAPSTONE FINANCIAL GROUP, INC. [ CAPP] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director X __ 10% Owner X __ Officer (give title below) _____ Other (specify below) Chief Executive Officer (Last) (First) (Middle) 8600 TRANSIT ROAD 3. Date of Earliest Transaction (MM/DD/YY) 12/07/2016 (Street) EAST AMHERST, NY14051 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 12/07/2016 S 5,771,940 ( 1 ) D $ 0.3179 63,854,837 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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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 (MM/DD/YY) 7. Title and Amount of Underlying Securities (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 of Derivative Security: 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

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Pastor Darin Richard 8600 TRANSIT ROAD EAST AMHERST, NY14051 X X Chief Executive Officer Signatures /s/ Darin Richard Pastor 12/09/2016 Signature of Reporting Person Date

Explanation of Responses:

( 1 )The Reporting Person contracted with a counterparty on October 21, 2015 to sell 9,436,414 shares of common stock of the Issuer to the counterparty. The counterparty did not pay the full contracted-for purchase price. None of the shares were actually transferred to the counterparty. On December 7, 2016, the Reporting Person and the counterparty amended their agreement to call for the sale of 5,771,940 shares of such common stock of the Issuer to the counterparty (corresponding to the portion of the originally-contracted-for purchase price which had in fact been paid). The 5,771,940 shares will now be transferred to the counterparty. Accordingly, an amended Form 4 was filed to reflect the non-completion of the original transaction, and this new Form 4 is being filed to report the completion of the transaction as amended.

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).

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