Sec Form 4 Filing - Johnson Bankole A. @ ADIAL PHARMACEUTICALS, INC. - 2019-12-12

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

OMB APPROVAL OMB Number: 3235-0287 Expires: November 30, 2011 Estimated average burden hours per response... 0.5

1. Name and Address of Reporting Person Johnson Bankole A. 2. Issuer Name and Ticker or Trading Symbol ADIAL PHARMACEUTICALS, INC. [ ADIL] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director X __ 10% Owner X __ Officer (give title below) _____ Other (specify below) Chief Medical Officer (Last) (First) (Middle) 1001 RESEARCH PARK BLVD., SUITE 100 3. Date of Earliest Transaction (MM/DD/YY) 12/12/2019 (Street) CHARLOTTESVILLE, VA22911 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 351,055 D Common Stock 40,463 I Medico-Trans Company, LLC ( 1 ) Common Stock 12/12/2019 S 150,000 D $ 1 698,336 I En Fideicomiso De Mi Vida 11/23/2010 (Trust) ( 2 ) Common Stock 93,000 I En Fidecomiso de Todos Mis Suenos Grantor Retained Annuity Trust dated June 27, 2017 ( 2 ) Common Stock 22,320 I En Fideicomiso De Mis Suenos 11/23/2010 (Trust) ( 2 ) Common Stock 10,000 I De Mi Amor 11/23/2010 (Trust) ( 2 ) Common Stock 4,650 I Efunbowale Johnson ( 3 ) Common Stock 1,395 I Ade Johnson ( 3 ) Common Stock 1,395 I Lola Johnson ( 3 ) Common Stock 930 I Lina Tiouririne ( 3 ) Common Stock 930 I Aida Tiouririne ( 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

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Johnson Bankole A. 1001 RESEARCH PARK BLVD., SUITE 100 CHARLOTTESVILLE, VA22911 X Chief Medical Officer Signatures /s/ Bankole Johnson 12/13/2019 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Medico-Trans Company, LLC is controlled by Bankole Johnson. ( 2 )Dr. Johnson is the trustee of each of these trusts. ( 3 )Dr. Johnson has a voting proxy on this person's behalf that entitles him to vote these shares.

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).

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.