Sec Form 4 Filing - Cosendai Gregoire @ SECOND SIGHT MEDICAL PRODUCTS INC - 2018-01-04

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

OMB APPROVAL OMB Number: 3235-0287 Expires: November 30, 2011 Estimated average burden hours per response... 0.5

1. Name and Address of Reporting Person Cosendai Gregoire 2. Issuer Name and Ticker or Trading Symbol SECOND SIGHT MEDICAL PRODUCTS INC [ EYES] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) VP Clinical Affairs (Last) (First) (Middle) 12744 SAN FERNANDO ROAD, SUITE 400 3. Date of Earliest Transaction (MM/DD/YY) 01/04/2018 (Street) SYLMAR, CA91342 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 23,484 ( 1 ) 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 Non-Qualified Stock Option (right to buy) $ 2.06 01/04/2018 A 65,000 01/04/2019( 2 ) 01/04/2028 Common Stock 65,000 ( 6 ) 65,000 D Warrant to Purchase Common Stock $ 1.47 03/14/2017 03/14/2022 Common Stock 3,366 3,366 D Non-Qualified Stock Option (right to buy) $ 1.97 01/03/2018( 3 ) 01/03/2027 Common Stock 228,190 228,190 D Non-Qualified Stock Option (right to buy) $ 4.1 01/21/2017( 3 ) 01/21/2026 Common Stock 11,513 11,513 D Non-Qualified Stock Option (right to buy) $ 5 11/01/2009( 4 ) 11/01/2018 Common Stock 20,000 200,000 D Non-Qualified Stock Option (right to buy) $ 5 02/01/2010( 4 ) 02/01/2019 Common Stock 5,081 5,081 D Non-Qualified Stock Option (right to buy) $ 5 05/01/2010( 4 ) 05/01/2019 Common Stock 10,000 10,000 D Non-Qualified Stock Option (right to buy) $ 5 02/01/2011( 4 ) 02/01/2020 Common Stock 14,475 14,475 D Non-Qualified Stock Option (right to buy) $ 5 06/01/2011( 4 ) 06/01/2020 Common Stock 2,125 2,125 D Non-Qualified Stock Option (right to buy) $ 5 12/01/2011( 5 ) 12/01/2020 Common Stock 25,000 25,000 D Non-Qualified Stock Option (right to buy) $ 5 03/01/2012( 5 ) 03/01/2021 Common Stock 6,650 6,650 D Non-Qualified Stock Option (right to buy) $ 5 03/01/2013( 5 ) 03/01/2022 Common Stock 7,750 7,750 D Non-Qualified Stock Option (right to buy) $ 5 04/01/2015( 5 ) 04/01/2024 Common Stock 10,937 10,937 D Non-Qualified Stock Option (right to buy) $ 9 09/26/2015( 5 ) 09/26/2024 Common Stock 51,009 51,009 D Non-Qualified Stock Option (right to buy) $ 13.09 03/26/2016( 5 ) 03/25/2025 Common Stock 6,250 6,250 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Cosendai Gregoire 12744 SAN FERNANDO ROAD SUITE 400 SYLMAR, CA91342 VP Clinical Affairs Signatures Gregoire Cosendai 01/08/2018 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Shares acquired as part of scheduled ESPP purchases. ( 2 )The shares subject to this option shall vest and become exercisable at a rate of 25% of the total number of shares on the one-year anniversary of January 4, 2018 (the "Vesting Commencement Date") and 6.25% of the total number of shares shall vest each quarterly anniversary of the Vesting Commencement Date thereafter, for so long as the Reporting Person provides continuous service to the Issuer, such that the total number of shares shall be fully vested on the four-year anniversary of the Vesting Commencement Date. ( 3 )Options vest over a four year term of which one-fourth vest on the Date Exercisable, with the remaining options vesting quarterly over three years thereafter. ( 4 )Options vest in 5 yearly increments starting with the Date Exercisable ( 5 )Options vest in 4 yearly increments starting with the Date Exercisable ( 6 )Not Applicable

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).

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.