Sec Form 4 Filing - MILBY RANDY @ CorMedix Inc. - 2016-08-10

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 MILBY RANDY 2. Issuer Name and Ticker or Trading Symbol CorMedix Inc. [ CRMD] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) Chief Executive Officer (Last) (First) (Middle) C/O CORMEDIX INC., 1430 U.S. HIGHWAY 206, SUITE 200 3. Date of Earliest Transaction (MM/DD/YY) 08/10/2016 (Street) BEDMINSTER, NJ07921 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, $0.001 par value per share 08/09/2016 M 100,000 A $ 0.68 157,026 D Common Stock, $0.001 par value per share 08/09/2016 M 50,000 A $ 0.29 246,243 I ( 1 ) MW Bridges LLC ( 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) $ 2.02 ( 2 ) 01/09/2024 Common Stock, $0.001 par value per share 100,000 100,000 D Series C-3 Non-Voting Convertible Preferred Stock ( 3 ) $ 1 ( 3 ) ( 3 ) Common Stock, $0.001 par value per share 237,000 237,000 D Warrant (right to purchase Common Stock) ( 3 ) $ 1.25 01/08/2015 01/08/2020 Common Stock, $0.001 par value per share 118,500 118,500 D Series C-3 Non-Voting Convertible Preferred Stock ( 4 ) $ 1 ( 4 ) ( 4 ) Common Stock, $0.001 par value per share 13,000 13,000 I ( 1 ) MW Bridges LLC ( 1 ) Warrant (right to purchase Common Stock) ( 4 ) $ 1.25 01/08/2015 01/08/2020 Common Stock, $0.001 par value per share 6,500 6,500 I ( 1 ) MW Bridges LLC ( 1 ) Stock Option (right to buy) $ 0.9 ( 5 ) 03/20/2023 Common Stock, $0.001 par value per share 437,500 437,500 D Stock Option (right to buy) $ 0.68 08/09/2016 M 100,000 ( 6 ) 12/05/2022 Common Stock, $0.001 par value per share 100,000 $ 0 0 D Stock Option (right to buy) $ 0.29 08/09/2016 M 50,000 ( 7 ) 05/14/2022 Common Stock, $0.001 par value per share 50,000 $ 0 0 I ( 1 ) MW Bridges LLC ( 1 ) Warrant (right to purchase Common Stock) $ 0.4 09/20/2012 09/20/2017 Common Stock, $0.001 par value per share 62,500 62,500 I ( 1 ) MW Bridges LLC ( 1 ) Stock Option (right to buy) $ 5 ( 8 ) 02/24/2025 Common Stock, $0.001 par value per share 75,000 75,000 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other MILBY RANDY C/O CORMEDIX INC. 1430 U.S. HIGHWAY 206, SUITE 200 BEDMINSTER, NJ07921 X Chief Executive Officer Signatures /s/ Alexander M. Donaldson, with a Power of Attorney for Randy Milby 08/10/2016 Signature of Reporting Person Date

Explanation of Responses:

( 1 )The reporting person beneficially owns these securities through his ownership interest in MW Bridges LLC (an entity through which he has voting and investment control). ( 2 )The option ves ted 100% on January 10, 2014. ( 3 )On January 8, 2014, the reporting person acquired in a private placement (i) 23,700 shares of the Company's Series C-3 Non-Voting Convertible Prefered Stock, each share is convertible into 10 shares of the Common Stock, $0.001 par value per share at a conversion price of $1.00 per share; and (ii) a five-year warrant to purchase Common Stock at an exercise price of $1.25 per share. The Series C-3 Preferred Stock and the warrants were purchased together at a purchase price of $10.00 per share for each share of Series C-3 Preferred Stock. ( 4 )On January 8, 2014, the reporting person, through his ownership in MW Bridges LLC (an entity through which he has voting and investment control), acquired in a private placement (i) 1,300 shares of the Company's Series C-3 Non-Voting Convertible Preferred Stock, each share is convertible into 10 shares of the Common Stock, $0.001 par value per share at a conversion price of $1.00 per share; and (ii) a five-year warrant to purchase Common Stock at an exercise price of $1.25 per share. The Series C-3 Preferred Stock and the warrants were purchased together at a purchase price of $10.00 per share for each share of Series C-3 Preferred Stock. ( 5 )The original grant of 500,000 options were to vest based on performance milestones running through December 31, 2014, pursuant to which 62,500 were forfeited for failure to meet all of the vesting requirements. ( 6 )These options vested as follows: (a) fifty percent (50%) on the date of issuance of the CE Mark certification for Neutrolin in Europe, which occurred on July 5, 2013, and (b) fifty percent (50%) on December 31, 2013. ( 7 )These options vested 100% upon receipt of CE Mark approval for the Company's Neutrolin product candidate on July 5, 2013. ( 8 )These options were granted on February 24, 2015, and vested immediately.

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