Sec Form 4 Filing - Sillerman Investment Co III, LLC @ Function(x) Inc. - 2016-08-22

Insider filing report for Changes in Beneficial Ownership
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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
Sillerman Investment Co III, LLC
2. Issuer Name and Ticker or Trading Symbol
Function(x) Inc. [ FNCX]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director X __ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
902 BROADWAY, FL 11
3. Date of Earliest Transaction (MM/DD/YY)
08/22/2016
(Street)
NEW YORK, NY10010
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 ( 1 ) ( 2 ) 30,811,268 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
Series C Preferred Stock ( 1 ) ( 7 ) 08/22/2016 A 23,264 08/22/2016 ( 10 ) Common Stock ( 7 ) ( 8 ) 7 ( 7 ) D
Series C Preferred Stock ( 1 ) ( 7 ) ( 7 ) ( 10 ) Common Stock ( 7 ) 9 ( 9 ) D
Warrants (right to buy) $ 3.51 10/24/2014 10/24/2019 Common Stoock 225,000 225,000 ( 3 ) D
Warrants (right to buy) $ 2.98 11/25/2014 11/25/2019 Common Stock 150,000 150,000 ( 4 ) D
Warrants (right to buy) $ 3.63 12/15/2014 12/15/2019 Common Stock 775,000 775,000 ( 5 ) D
Warrants (right to buy) $ 1.78 03/16/2015 03/16/2020 Common Stock 350,000 350,000 ( 6 ) D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Sillerman Investment Co III, LLC
902 BROADWAY, FL 11
NEW YORK, NY10010
X X
Signatures
SILLERMAN INVESTMENT COMPANY III LLC 08/29/2016
Signature of Reporting Person Date
/s/ Robert F.X. Sillerman 08/29/2016
Signature of Reporting Person Date
Explanation of Responses:
( 1 )This transaction was exempt from the provisions of Section1 6(b) pursuant to Rule 16b-3 thereunder.
( 2 )The Reporting Person previously purchased 10,000 shares of the Issuer's Series C Preferred Stock at a price of $1,000 per share. 7,000 shares of Series C Preferred Stock were exchanged for 22,580,645 shares of the Issuer's common stock in a transaction exempt from the provisions of Section 16(b) pursuant to Rule 16b-3 thereunder.
( 3 )Warrants previously acquired by the Reporting Person, exercisable at $3.51 per share.
( 4 )Warrants previously acquired by the Reporting Person, exercisable at $2.98 per share.
( 5 )Warrants previously acquired by the Reporting Person, exercisable at $3.63 per share.
( 6 )Warrants previously acquired by the Reporting Person, exercisable at 1.78 per share.
( 7 )Subject to existing Exchange Agreement, the Series C Preferred Shares are convertible into common shares, the number of which will be based on the pricing at the time of conversion.
( 8 )Debt held by SIC III was exchanged for shares of Series C Preferred Stock.
( 9 )The Reporting Person previously held 3,000 shares of Series C Preferred Stock. The Reporting Person continues to hold those shares, but the terms of those shares were changed, such that the shares are no longer convertible by their terms. However, the shares are subject to an Exchange Agreement. See footnote (7).
( 10 )The Series C Preferred Shares are exchangeable for common shares pursuant to a pre-existing exchange agreement. Any exchange is subject to certain conditions, but there is no expiration on the time at which such exchange may occur.

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