Sec Form 4 Filing - D'Ambrosio Trent @ INCEPTION MINING INC. - 2016-07-29

Insider filing report for Changes in Beneficial Ownership
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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
D'Ambrosio Trent
2. Issuer Name and Ticker or Trading Symbol
INCEPTION MINING INC. [ IMII]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
CFO
(Last) (First) (Middle)
5330 SOUTH 900 EAST, SUITE 280
3. Date of Earliest Transaction (MM/DD/YY)
07/29/2016
(Street)
MURRAY, UT84117
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
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
Convertible Promissory Note $ 0.23 07/29/2016 07/29/2016 C( 1 ) 881,057 01/01/2016 10/02/2016( 2 ) Common Shares 881,057 $ 200,000 0 ( 2 ) D ( 3 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
D'Ambrosio Trent
5330 SOUTH 900 EAST, SUITE 280
MURRAY, UT84117
X CFO
Signatures
/s/ Trent D'Ambrosio 12/01/2016
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Common shares acquired through the exercise of a convertible promissory note (the "Note") issued to the Reporting Owner. Pursuant to the Note, the Reporting Owner was permitted to convert outstanding debt owed by the Company to shares of the Company's common stock to satisfy those debt obligations. The Reporting Owner is deemed to beneficially own one derivative security until all debt eligible for conversion under the Note has been converted to shares of the Company's common stock or the Note is amended (see Note 2, below), at which point this derivative security will be disposed of completely.
( 2 )As of October 2, 2016, the Reporting Owner and the Company entered into a Note Amendment through which all the convertible provisions of the Note were removed and the due date was extended until December 31, 2017. Accordingly, as of the date of this filing, there are no derivative securities underlying the Note.
( 3 )Assigned through Conversion of MDL Ventures, LLC convertible promissory note

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