Sec Form 4 Filing - ORBIMED ADVISORS LLC @ Xtant Medical Holdings, Inc. - 2020-11-17

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 ORBIMED ADVISORS LLC 2. Issuer Name and Ticker or Trading Symbol Xtant Medical Holdings, Inc. [ XTNT] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director X __ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) 601 LEXINGTON AVENUE, 54TH FLOOR 3. Date of Earliest Transaction (MM/DD/YY) 11/17/2020 (Street) NEW YORK, NY10022 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) _____ Form filed by One Reporting Person __ X __ 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 11/17/2020 X 765,992 A $ 0.01 53,468,376 I See Footnotes ( 1 ) ( 2 ) Common Stock 11/17/2020 X 765,992 A $ 0.01 54,234,368 I See Footnotes ( 1 ) ( 2 ) Common Stock 11/17/2020 X 1,531,984 A $ 0.01 55,766,352 I See Footnotes ( 1 ) ( 2 ) Common Stock 11/17/2020 X 434,008 A $ 0.01 15,734,696 I See Footnotes ( 2 ) ( 3 ) Common Stock 11/17/2020 X 434,008 A $ 0.01 16,168,704 I See Footnotes ( 2 ) ( 3 ) Common Stock 11/17/2020 X 868,016 A $ 0.01 17,036,720 I See Footnotes ( 2 ) ( 3 ) Common Stock 70,423 ( 4 ) I See Footnotes ( 1 ) ( 2 ) ( 3 ) Common Stock 70,423 ( 5 ) I See Footnotes ( 1 ) ( 2 ) ( 3 )

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 (right to buy) $ 0.01 11/17/2020 X 765,992 09/17/2018 08/01/2028 Common Stock 765,992 $ 0 0 I See Footnotes ( 1 ) ( 2 ) Warrant (right to buy) $ 0.01 11/17/2020 X 434,008 09/17/2018 08/01/2028 Common Stock 434,008 $ 0 0 I See Footnotes ( 2 ) ( 3 ) Warrant (right to buy) $ 0.01 11/17/2020 X 765,992 04/11/2019 04/01/2029 Common Stock 765,992 $ 0 0 I See Footnotes ( 1 ) ( 2 ) Warrant (right to buy) $ 0.01 11/17/2020 X 434,008 04/11/2019 04/01/2029 Common Stock 434,008 $ 0 0 I See Footnotes ( 2 ) ( 3 ) Warrant (right to buy) $ 0.01 11/17/2020 X 1,531,984 11/06/2020 05/06/2030 Common Stock 1,531,984 $ 0 0 I See Footnotes ( 1 ) ( 2 ) Warrant (right to buy) $ 0.01 11/17/2020 X 868,016 11/06/2020 05/06/2030 Common Stock 868,016 $ 0 0 I See Footnotes ( 2 ) ( 3 )

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other ORBIMED ADVISORS LLC 601 LEXINGTON AVENUE 54TH FLOOR NEW YORK, NY10022 X X Orbimed ROF II LLC 601 LEXINGTON AVE., 54TH FLOOR NEW YORK, NY10022 X X Signatures /s/ Sven H. Borho, Member of OrbiMed Advisors LLC 11/19/2020 Signature of Reporting Person Date /s/ Sven H. Borho, Member of OrbiMed ROF II LLC 11/19/2020 Signature of Reporting Person Date /s/ Carl L. Gordon, Member of OrbiMed Advisors LLC 11/19/2020 Signature of Reporting Person Date /s/ Carl L. Gordon, Member of OrbiMed ROF II LLC 11/19/2020 Signature of Reporting Person Date /s/ Jonathan T. Silverstein, Member of OrbiMed Advisors LLC 11/19/2020 Signature of Reporting Person Date /s/ Jonathan T. Silverstein, Member of OrbiMed ROF II LLC 11/19/2020 Signature of Reporting Person Date

Explanation of Responses:

( 1 )These securities are held of record by ROS Acquisition Offshore LP ("ROS Acquisition"). OrbiMed Advisors LLC ("Advisors"), a registered investment adviser under the Investment Advisors Act of 1940, as amended, is the investment manager of ROS Acquisition. Advisors is also the investment manager of Royalty Opportunities S.a r.l., of which ROS Acquisition is a wholly-owned subsidiary. By virtue of such relationships, Advisors may be deemed to have voting and investment power with respect to the securities held by ROS Acquisition noted above and as a result may be deemed to have beneficial ownership over such securities. Advisors exercises its investment and voting power through a management committee comprised of Carl L. Gordon, Sven H. Borho, and Jonathan T. Silverstein, each of whom disclaims beneficial ownership of the securities held by ROS Acquisition. ( 2 )This report on Form 4 is jointly filed by Advisors and OrbiMed ROF II LLC ("ROF II"). Each of Advisors, ROF II, ROS Acquisition and OrbiMed Royalty Opportunities II, LP ("ORO II") disclaims beneficial ownership of the securities reported herein for purposes of Rule 16a-1(a) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), except to the extent of its pecuniary interest therein, if any. Advisors has designated certain representatives, including Matthew Rizzo and Michael Eggenberg, both of whom are employees of Advisors, to serve on the Company's board of directors. This report shall not be deemed an admission that any such entity is a beneficial owner of such securities for the purposes of Section 16 of the Exchange Act or for any other purposes. ( 3 )These securities are held of record by ORO II. ROF II is the general partner of ORO II, and Advisors is the managing member of ROF II. By virtue of such relationships, Advisors may be deemed to have voting and investment power with respect to the securities held by ORO II noted above and as a result may be deemed to have beneficial ownership over such securities. Advisors exercises its investment and voting power through a management committee comprised of Carl L. Gordon, Sven H. Borho, and Jonathan T. Silverstein, each of whom disclaims beneficial ownership of the securities held by ORO II. ( 4 )This restricted stock unit award was granted to Michael Eggenberg, a director of the Company who is an employee of Advisors, who was designated by Advisors to sit on the Company's board of directors. Upon vesting of the restricted stock unit award, ownership of the shares underlying the restricted stock unit award will be transferred to ROS Acquisition and ORO II. ( 5 )This restricted stock unit award was granted to Matthew Rizzo, a director of the Company who is an employee of Advisors, who was designated by Advisors to sit on the Company's board of directors. Upon vesting of the restricted stock unit award, ownership of the shares underlying the restricted stock unit award will be transferred to ROS Acquisition and ORO II.

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