Sec Form 4/A Filing - CATSIMATIDIS JOHN A @ root9B Technologies, Inc. - 2016-03-10

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FORM 4/A
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
CATSIMATIDIS JOHN A
2. Issuer Name and Ticker or Trading Symbol
root9B Technologies, Inc. [ RTNB]
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)
4521 SHARON ROAD, #300
3. Date of Earliest Transaction (MM/DD/YY)
03/10/2016
(Street)
CHARLOTTE, NC28211
4. If Amendment, Date Original Filed (MM/DD/YY)
11/20/2015
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
Warrant $ 1.1 03/10/2016 P 220,682 ( 2 ) 03/10/2016 03/10/2021 common stock, par value $0.001 220,682 $ 0 220,682 ( 3 ) I ( 1 ) United Acquisition Corp.
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
CATSIMATIDIS JOHN A
4521 SHARON ROAD
#300
CHARLOTTE, NC28211
X
Signatures
/s/ John Catsimatidis 03/14/2016
Signature of Reporting Person Date
Explanation of Responses:
( 1 )As a result of this purchase, 608,187 shares of stock are held by United Acquisition Corp., which is indirectly 100% owned and controlled by John A. Catsimatidis, who is therefore deemed the indirect beneficial owner. 10,000 shares of stock are held by United Refining Inc., which is indirectly 100% owned and controlled by John A. Catsimatidis, who is therefore deemed the indirect beneficial owner. John Catsimatidis directly owns 375,000 shares.
( 2 )United Acquisition Corp. has completed a Securities Purchase Agreement with the Company, in which United Acquisition has purchased 220,682 shares of common stock at $1.10 per share. Additionally, United Acquisition Corp. was provided 100% warrant coverage, the right to buy 220,682 shares of common stock at a Warrant Exercise Price of $1.10 per share.
( 3 )Pursuant to the terms of the Amended and Restated Securities Purchase Agreement dated March 10, 2016, United Acquisitions Corp. is provided warrant coverage of 100% on 220,682 shares of common stock and thus 220,682 warrants, which replaced the 55,170 warrants issued on November 5, 2015. Additionally, the warrant exercise price was revised to $1.10 from the original exercise price of $1.50.

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