Sec Form 4 Filing - Earnhardt Lisa D @ Intersect ENT, Inc. - 2019-07-24

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 Earnhardt Lisa D 2. Issuer Name and Ticker or Trading Symbol Intersect ENT, Inc. [ XENT] 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 INTERSECT ENT, INC., 1555 ADAMS DRIVE 3. Date of Earliest Transaction (MM/DD/YY) 07/24/2019 (Street) MENLO PARK, CA94025 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 353,183 D Common Stock 26,182 I See footnote ( 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) $ 33.95 07/24/2019 D( 2 ) 44,625 ( 2 ) 10/22/2019 Common Stock 44,625 ( 2 ) 0 D Stock Option (Right to buy) $ 33.95 07/24/2019 A( 2 ) 44,625 ( 2 ) 12/06/2019 Common Stock 44,625 ( 2 ) 44,625 D Stock Option (right to buy) $ 28.58 07/24/2019 D( 3 ) 19,688 ( 3 ) 10/22/2019 Common Stock 19,688 ( 3 ) 0 D Stock Option (right to buy) $ 28.58 07/24/2019 A( 3 ) 19,688 ( 3 ) 12/06/2019 Common Stock 19,688 ( 3 ) 19,688 D Stock Option (Right to buy) $ 21.06 07/24/2019 D( 4 ) 150,000 ( 4 ) 10/22/2019 Common Stock 150,000 ( 4 ) 0 D Stock Option (Right to buy) $ 21.06 07/24/2019 A( 4 ) 150,000 ( 4 ) 12/06/2019 Common Stock 150,000 ( 4 ) 150,000 D Stock Option (Right to buy) $ 18.9 07/24/2019 D( 5 ) 196,875 ( 5 ) 10/22/2019 Common Stock 196,875 ( 5 ) 0 D Stock Option (Right to buy) $ 18.9 07/24/2019 A( 5 ) 196,875 ( 5 ) 12/06/2019 Common Stock 196,875 ( 5 ) 196,875 D Stock Option (Right to buy) $ 13.05 07/24/2019 D( 6 ) 45,500 ( 6 ) 10/22/2019 Common Stock 45,500 ( 6 ) 0 D Stock Option (Right to buy) $ 13.05 07/24/2019 A( 6 ) 45,500 ( 6 ) 12/06/2019 Common Stock 45,500 ( 6 ) 45,500 D Stock Option (Right to buy) $ 1.2 07/24/2019 D( 7 ) 48,333 ( 7 ) 10/22/2019 Common Stock 48,333 ( 7 ) 0 D Stock Option (Right to buy) $ 1.2 07/24/2019 A( 7 ) 48,333 ( 7 ) 12/06/2019 Common Stock 48,333 ( 7 ) 48,333 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Earnhardt Lisa D C/O INTERSECT ENT, INC. 1555 ADAMS DRIVE MENLO PARK, CA94025 X Signatures /s/ David A. Lehman, Attorney-in-Fact for Earnhardt Lisa D 07/24/2019 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Shares in the name of Lisa Damkroger Earnhardt C/F Jack L. Earnhardt UTMA/CA Until Age 25 for the benefit of Reporting Person's son. Reporting Person disclaims beneficial ownership of these shares. ( 2 )The two reported transactions involved an amendment of an outstanding option extending the post-termination exercise period from 90 days to 135 days, resulting in the deemed cancellation of the "old" option and the grant of a replacement option. The option was originally granted on January 17, 2018 and 1/8th of the shares subject to the option vested on July 1, 2018 and 1/48th of the shares subject to the option vest monthly thereafter over 42 months. The number of shares reflected herein represent the number of outstanding shares that have vested as of July 24, 2019. All other shares subject to the 'old' option have been cancelled. ( 3 )The two reported transactions involved an amendment of an outstanding option extending the post-termination exercise period from 90 days to 135 days, resulting in the deemed cancellation of the "old" option and the grant of a replacement option. The option was originally granted on January 16, 2019 and 1/8th of the shares subject to the option vested on July 1, 2019 and 1/48th of the shares subject to the option vest monthly thereafter over 42 months. The number of shares reflected herein represent the number of outstanding shares that have vested as of July 24, 2019. All other shares subject to the 'old' option have been cancelled. ( 4 )The two reported transactions involved an amendment of an outstanding option extending the post-termination exercise period from 90 days to 135 days, resulting in the deemed cancellation of the "old" option and the grant of a replacement option. The option was originally granted on January 21, 2015 and 1/8th of the shares subject to the option vested on July 1, 2015 and 1/48th of the shares subject to the option vest monthly thereafter over 42 months. The number of shares reflected herein represent the number of outstanding shares that have vested as of July 24, 2019. ( 5 )The two reported transactions involved an amendment of an outstanding option extending the post-termination exercise period from 90 days to 135 days, resulting in the deemed cancellation of the "old" option and the grant of a replacement option. The option was originally granted on January 15, 2016 and vest in equal monthly installments over four years. The number of shares reflected herein represent the number of outstanding shares that have vested as of July 24, 2019. All other shares subject to the 'old' option have been cancelled. ( 6 )The two reported transactions involved an amendment of an outstanding option extending the post-termination exercise period from 90 days to 135 days, resulting in the deemed cancellation of the "old" option and the grant of a replacement option. The option was originally granted on January 18, 2017 and 1/8th of the shares subject to the option vested on July 1, 2017 and 1/48th of the shares subject to the option vest monthly thereafter over 42 months. The number of shares reflected herein represent the number of outstanding shares that have vested as of July 24, 2019. All other shares subject to the 'old' option have been cancelled. ( 7 )The two reported transactions involved an amendment of an outstanding option extending the post-termination exercise period from 90 days to 135 days, resulting in the deemed cancellation of the "old" option and the grant of a replacement option. The option was originally granted on April 23, 2013, 1/48th of the shares subject to the option vested on December 30, 2013 and 1/48th of the shares subject tothe option vested monthly thereafter over 47 months. The number of shares reflected herein represent the number of outstanding shares that have vested as of July 24, 2019.

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