Sec Form 4 Filing - Amron Arthur H @ NEPHROS INC - 2021-12-14

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 Amron Arthur H 2. Issuer Name and Ticker or Trading Symbol NEPHROS INC [ NEPH] 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) C/O WEXFORD CAPITAL LP, 777 WEST PUTNAM AVE. 3. Date of Earliest Transaction (MM/DD/YY) 12/14/2021 (Street) GREENWICH, CT06830 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 12/14/2021 A 4,582( 1 ) A $ 0 4,582 D( 1 )

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 (Right to Buy) $ 6.82 12/14/2021 A 7,062 ( 2 ) 12/14/2031 Common Stock 7,062 $ 0 7,062 D( 2 )

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Amron Arthur H C/O WEXFORD CAPITAL LP 777 WEST PUTNAM AVE. GREENWICH, CT06830 X Signatures /s/ Arthur H. Amron 12/16/2021 Signature of Reporting Person Date

Explanation of Responses:

( 1 )On December 14, 2021, the Company granted 4,582 shares of restricted stock of the Company (the "Restricted Stock") in lieu of cash fees payable to Mr. Amron in respect of his services as a member of the Board ofDirectors of the Company. The Restricted Stock was granted under the Company's 2015 Equity Incentive Plan (the "2015 Plan"). At the request of Mr. Amron, the Restricted Stock was granted to Wexford Capital LP. TheRestricted Stock vests 6 months following the grant date. ( 2 )On December 14, 2021, the Company granted an option to purchase 7,062 shares of common stock of the Company (the "Option") in respect of the service by Mr. Amron as a member of the Board of Directors of theCompany. The Option was granted under the Company's 2015 Equity Incentive Plan (the "2015 Plan"). At the request of Mr. Amron, the Option was granted to Wexford Capital LP. The Option vests as to 2,354 shares on each of 12/14/21, 12/14/22 and 12/14/23.

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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