Sec Form 4 Filing - Schmitz Stephen Martin @ CV Sciences, Inc. - 2017-05-16

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 Schmitz Stephen Martin 2. Issuer Name and Ticker or Trading Symbol CV Sciences, Inc. [ CVSI] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director _____ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) 2688 SOUTH RAINBOW BOULEVARD, SUITE B 3. Date of Earliest Transaction (MM/DD/YY) 05/16/2017 (Street) LAS VEGAS, NV89146 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 Employee Stock Option (right to buy) $ 0.3075 05/16/2017 A 250,000 05/16/2017 05/14/2027 Common Stock 250,000 ( 1 ) $ 0 250,000 D Employee Stock Option (right to buy) $ 0.2303 12/01/2017 A 200,000 12/01/2017 11/30/2027 Common Stock 200,000 ( 2 ) $ 0 200,000 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Schmitz Stephen Martin 2688 SOUTH RAINBOW BOULEVARD, SUITE B LAS VEGAS, NV89146 X Signatures /s/ Stephen M. Schmitz 03/28/2018 Signature of Reporting Person Date

Explanation of Responses:

( 1 )On May 15, 2017, the Reported Person was granted an option to purchase 250,000 shares of the Issuer's Common Stock, with 50,000 option shares vested as of the date of grant, and the remaining 200,000 shares vesting in twenty-four (24) equal monthly installments measured from May 16, 2017. As of March 26, 2018, 133,333 shares have vested and another 16,666 will vest within 60 days. ( 2 )On December 1, 2017, the Reported Person was granted an option to purchase 200,000 shares of the Issuer's Common Stock. The option is durational-based, and vests and becomes exercisable in twenty-four (24) successive equal monthly installments, commencing on November 13, 2017. As of March 26, 2018, 33,333 shares have vested and another 16,666 will vest within 60 days, and Dr. Schmitz has not exercised any stock options.

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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