Sec Form 4 Filing - ZECCHINI EDWARD J @ CATASYS, INC. - 2018-12-19

Every director, officer or owner of more than ten percent of a class of equity securities registered under Section 12 of the '34 Act must file with the U.S. Securities and Exchange Commission (SEC) a statement of ownership regarding such security.

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The following is an SEC EDGAR document rendered as filed.
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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 *
ZECCHINI EDWARD J
2. Issuer Name and Ticker or Trading Symbol
CATASYS, INC. [ CATS]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last)
(First)
(Middle)
11601 WILSHIRE BLVD, SUITE 1100
3. Date of Earliest Transaction (MM/DD/YY)
12/19/2018
(Street)
LOS ANGELES, CA90025
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
Stock Option to purchase Common Stock $ 10.11 12/19/2018 A( 1 ) 35,647 ( 2 ) 12/19/2023 Common Stock 35,647 ( 1 ) 35,647 D
Stock Option to purchase Common Stock $ 9.51 01/04/2019 A( 1 ) 49,904 ( 3 ) 01/03/2024 Common Stock 49,904 ( 1 ) 49,904 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
ZECCHINI EDWARD J
11601 WILSHIRE BLVD, SUITE 1100
LOS ANGELES, CA90025
X
Signatures
/s/ Edward Zecchini 01/11/2019
** Signature of Reporting Person Date
Explanation of Responses:
( 1 )These options were granted to Mr. Zecchini for his services as a member of the Company's Board of Directors.
( 2 )These options have a one-year vesting period out of which 7,130 shares vested on December 19, 2018, the grant date, and 28,517 shares shall vest at the end of each calendar quarter for the 2019 calendar year beginning January 1, 2019, such that all shares shall vest on December 31, 2019. Quarterly vesting of the options will be subject to Mr. Zecchini attending board meetings, unless such absence is excused by the Chairman of the Board of Directors. All unvested options will immediately vest in the event of termination without cause.
( 3 )These options will vest equally over seven quarters beginning January 1, 2020, such that all shares shall vest on September 30, 2021. Quarterly vesting of the options will be subject to Mr. Zecchini attending board meetings, unless such absence is excused by the Chairman of the Board of Directors. All unvested options will immediately vest in the event of termination without cause.

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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