Sec Form 4 Filing - Clyde Mandy D. @ BioRestorative Therapies, Inc. - 2018-10-29

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 Clyde Mandy D. 2. Issuer Name and Ticker or Trading Symbol BioRestorative Therapies, Inc. [ BRTX] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) VP of Operations (Last) (First) (Middle) 40 MARCUS DRIVE 3. Date of Earliest Transaction (MM/DD/YY) 10/29/2018 (Street) MELVILLE, NY11747 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 Stock Option $ 4.7 12/15/2010 12/14/2020 Common Stock 4,000 4,000 D Stock Option $ 4.7 ( 1 ) 04/20/2021 Common Stock 300 300 D Stock Option $ 4.7 ( 2 ) 02/09/2022 Common Stock 1,500 1,500 D Stock Option $ 4.7 ( 3 ) 12/07/2022 Common Stock 2,500 2,500 D Stock Option $ 4.7 ( 4 ) 10/04/2023 Common Stock 4,000 4,000 D Stock Option $ 4.7 ( 5 ) 02/18/2024 Common Stock 6,250 6,250 D Stock Option $ 4.7 ( 6 ) 10/23/2024 Common Stock 10,000 10,000 D Stock Option $ 4.7 ( 7 ) 09/04/2025 Common Stock 25,500 25,500 D Stock Option $ 3.73 ( 8 ) 06/10/2026 Common Stock 40,000 40,000 D Stock Option $ 2.8 ( 9 ) 07/12/2027 Common Stock 30,000 30,000 D Stock Option $ 3.35 ( 10 ) 08/10/2027 Common Stock 20,000 20,000 D Stock Option $ 1.23 10/29/2018 A 50,000 ( 11 ) 10/29/2028 Common Stock 50,000 $ 0 50,000 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Clyde Mandy D. 40 MARCUS DRIVE MELVILLE, NY11747 VP of Operations Signatures /s/ Mandy D. Clyde 10/30/2018 Signature of Reporting Person Date

Explanation of Responses:

( 1 )The option is exercisable to the extent of 100 shares on each of April 21, 2011, April 21, 2012 and April 21, 2013. ( 2 )The option is exercisable to the extent of 750 shares on each of February 10, 2012 and February 10, 2013. ( 3 )The option is exercisable to the extent of 1,250 shares on each of December 7, 2012 and December 7, 2013. ( 4 )The option is exercisable to the extent of 2,000 shares on each of October 4, 2013 and October 4, 2014. ( 5 )The option is exercisable to the extent of 2,084 shares on February 18, 2014, and 2,083 shares on each of February 18, 2015 and February 18, 2016. ( 6 )The option is exercisable to the extent of 3,334 shares on October 23, 2015 and 3,333 shares on each of October 23, 2016 and Oct ober 23, 2017. ( 7 )The option is exercisable to the extent of 8,500 shares on each of September 4, 2016, September 4, 2017 and September 4, 2018. ( 8 )The option is exercisable to the extent of 13,334 shares on June 10, 2017 and 13,333 shares on each of June 10, 2018 and June 10, 2019. ( 9 )The option is exercisable to the extent of 10,000 shares on each of July 12, 2018, July 12, 2019 and July 12, 2020. ( 10 )The option is exercisable to the extent of 6,667 shares on each of August 10, 2018 and August 10, 2019, and 6,666 shares on August 10, 2020. ( 11 )The option is exercisable to the extent of 16,667 shares on each of October 29, 2019 and October 29, 2020, and 16,666 shares on October 29, 2021.

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).

** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

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