Sec Form 4 Filing - Emerald Health Sciences Inc. @ Emerald Bioscience, Inc. - 2019-03-29-06:00

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 Emerald Health Sciences Inc. 2. Issuer Name and Ticker or Trading Symbol Emerald Bioscience, Inc. [ EMBI] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director X __ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) OFFICE 8262, THE LANDING, 200-375 WATER ST. 3. Date of Earliest Transaction (MM/DD/YY) 03/29-06:00/2019 (Street) VANCOUVER, A1V6B 0M9 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 7% Convertible Debt $ 0.4 03/29-06:00/2019 J( 1 ) 2,000,000 03/29-06:00/2019( 1 ) 10/05-06:00/2022( 1 ) Common Stock 5,000,000 $ 2,000,000 ( 1 ) 6,000,000 D Warrant (Right to Buy) $ 0.5 03/29-06:00/2019 J( 2 ) 2,500,000 ( 3 ) 03/29-06:00/2019( 2 ) 03/29-06:00/2024( 2 ) Common Stock 2,500,000 $ 0 ( 2 ) 7,500,000 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Emerald Health Sciences Inc. OFFICE 8262 THE LANDING, 200-375 WATER ST. VANCOUVER, A1V6B 0M9 X Signatures /s/ Stephen Hall, Chief Financial Officer 03/29-06:00/2019 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Represents an advance of $2,000,000 (the "Advance") made by the Reporting Person to the Issuer pursuant to a Multi-Draw Credit Agreement,between the Issuer and the Reporting Person(the "Agreement"). The Advance is convertible into shares of the Issuer's common stock, par value$0.001 per share ("Common Stock"), at the Reporting Person's option, in whole or in part, at any time after issuance. The conversion price of $.40 per share of Common Stock will be subject to adjustment for stock dividends, stock splits, dilutive securities issuances and other customaryadjustment events. The maturity date is the earlier of (a) October 5, 2022 and (b) the date on which all amounts under the Agreement shall become due and payable. ( 2 )The common stock purchase warrant (the "Warrant") was issued to the Reporting Person in connection with the Advance pursuant to the Agreement. The Warrant is exercisable at the Reporting Person's option, in whole or in part, at any time after issuance at an exercise price of $0.50 per share, subject to adjustment. The expiration date is 5 years from the issuance of the Warrant. The Warrant shall continue to be exercisable notwithstanding the repayment in full of the Advance. ( 3 )Represents 50% of the number of shares issuable upon conversion of the Advance.

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* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

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