Sec Form 4 Filing - Rosenbloom Thomas A @ CYS Investments, Inc. - 2017-02-18

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 Rosenbloom Thomas A 2. Issuer Name and Ticker or Trading Symbol CYS Investments, Inc. [ CYS] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) EVP, GC, and Secretary (Last) (First) (Middle) 500 TOTTEN POND ROAD, 6TH FLOOR 3. Date of Earliest Transaction (MM/DD/YY) 02/18/2017 (Street) WALTHAM, MA02451 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, $.01 par value per share 02/18/2017 A 27,564 ( 1 ) A $ 7.8 172,963 D Common Stock, $.01 par value per share 02/18/2017 F 1,706 ( 2 ) D $ 7.8 171,257 D Common Stock, $.01 par value per share 02/18/2017 F 2,412 ( 3 ) D $ 7.8 168,845 D Common Stock, $.01 par value per share 02/18/2017 F 2,126 ( 4 ) D $ 7.8 166,719 D Common Stock, $.01 par value per share 02/20/2017 F 1,673 ( 5 ) D $ 7.8 165,046 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

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Rosenbloom Thomas A 500 TOTTEN POND ROAD 6TH FLOOR WALTHAM, MA02451 EVP, GC, and Secretary Signatures /s/ Thomas A. Rosenbloom 02/22/2017 Signature of Reporting Person Date

Explanation of Responses:

( 1 )The shares acquired by the Reporting Person reflect compensation from the Issuer's 2016 Incentive Compensation Plan and were issued under the Issuer's 2013 Equity Incentive Plan. The shares have been issued pursuant to the terms and conditions of a Stock Award Agreement and are subject to a 5-year pro-rata vesting schedule. ( 2 )The Reporting Person disposed of these shares to the Issuer to satisfy the Reporting Person's tax withholding obligations in connection with the shares of restricted stock that vested on February 18, 2017, pursuant to the terms and conditions of a Stock Award Agreement by and between the Issuer and the Reporting Person, dated February 18, 2016. ( 3 )The Reporting Person disposed of these shares to the Issuer to satisfy the Reporting Person's tax withholding obligations in connection with the shares of restricted stock that vested on February 18, 2017, pursuant to the terms and conditions of a Stock Award Agreement by and between the Issuer and the Reporting Person, dated February 18, 2015. ( 4 )The Reporting Person disposed of these shares to the Issuer to satisfy the Reporting Person's tax withholding obligations in connection with the shares of restricted stock that vested on February 18, 2017, pursuant to the terms and conditions of a Stock Award Agreement by and between the Issuer and the Reporting Person, dated February 18, 2014. ( 5 )The Reporting Person disposed of these shares to the Issuer to satisfy the Reporting Person's tax withholding obligations in connection with the shares of restricted stock that vested on February 20, 2017, pursuant to the terms and conditions of a Stock Award Agreement by and between the Issuer and the Reporting Person, dated February 20, 2013.

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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