Sec Form 4 Filing - GILBERTSON RYAN RANDALL @ Sun BioPharma, Inc. - 2017-03-17

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 GILBERTSON RYAN RANDALL 2. Issuer Name and Ticker or Trading Symbol Sun BioPharma, Inc. [ SNBP] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director X __ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) 1000 PARKER'S LAKE ROAD 3. Date of Earliest Transaction (MM/DD/YY) 03/17/2017 (Street) WAYZATA, MN55391 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

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 Convertible Promissory Note $ 1.01 ( 1 ) 03/17/2017 A 200,000 ( 2 ) 03/17/2017 12/01/2018 Common Stock 198,020 ( 3 ) $ 200,000 ( 2 ) 200,000 ( 2 ) I Northern Capital Partners I, LP

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other GILBERTSON RYAN RANDALL 1000 PARKER'S LAKE ROAD WAYZATA, MN55391 X Signatures /s/ Joshua L. Colburn, Attorney-in-fact for Ryan R. Gilbertson 03/21/2017 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Convertible into issuer common stock a price of $1.01 per share upon reporting person's election. Upon a "qualified financing", automatically converts into common stock at theforegoing price per share or (if less) a price representing a 33% discount from either (a) the price per share of common stock (if any) offered in such financing or (b) the closing price ofissuer common stock on the date the material terms of such financing are first publicly announced, subject to reporting person's right to elect an alternate conversion into the securitiesthen offered at a 10% discount to the price paid in the financing. Upon a corporate transaction, automatically converts into common stock at a price equal to $30 million divided thenumber of issuer common stock outstanding (calculated on a fully-diluted basis). ( 2 )Represents original principal amount. ( 3 )Represents shares of issuer common stock into which the outstanding principal amount was convertible upon the date of the transaction. Does not include shares issuable uponconversion of unpaid interest, which accrues at a rate of 5.0% per annum.

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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