Sec Form 4 Filing - BAKER DOUGLAS P @ Applied Nanotech Holdings, Inc - 2014-03-15

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 BAKER DOUGLAS P 2. Issuer Name and Ticker or Trading Symbol Applied Nanotech Holdings, Inc [ APNT] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) Former CFO (Last) (First) (Middle) 3006 LONGHORN BLVD., SUITE 107 3. Date of Earliest Transaction (MM/DD/YY) 03/15/2014 (Street) AUSTIN, TX78758 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 100,000 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 Stock Option-Rt to Buy ( 1 ) ( 1 ) ( 1 ) Common Stock 786,100 786,100 D 8% Convertible Note Payable $ 0.25 ( 2 ) 03/15/2014 Common Stock 529,228 529,228 D Convertible note $ 0.05 ( 3 ) 12/31/2014 Common Stock 1,500,000 1,500,000 D Restricted Stock Grant $ 0 ( 4 ) ( 4 ) Common Stock 3,289,580 3,289,580 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other BAKER DOUGLAS P 3006 LONGHORN BLVD., SUITE 107 AUSTIN, TX78758 X Former CFO Signatures /s/ Douglas P Baker 08/05/2014 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Exercisable currently, at various prices from $0.23 to $2.17, expiring at various dates through 2022. ( 2 )Demand note bearing interest at 8% per year and convertible into common stock at a rate of $0.25 per share at any time. ( 3 )$75,000 note, bearing interest at the lowest rate allowed by the Internal Revenue Service. The Company, at its option, may pay the note by issuing 1.5 million shares of common stock at any time after a shareholder meeting is held to increase the authorized shares, or approve the Nanofilm merger. Until such time, the Company has no ability to pay the note using shares. ( 4 )Restricted stock grant in connection with termination of employment. Shares are issuable as follows: 1.2 million on 9/1/14. 1.2 million six months after completion of Nanofilm Merger. Remaining balance due 1/15/15. Until such time as the Company has a shareholder meeting to increase its authorized shares, or approve the Nanofilm merger, the Company has no ability to fulfill its obligations and issue these shares.

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).

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