Sec Form 4 Filing - Louks Ronald Allen @ NantHealth, Inc. - 2017-11-06

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 Louks Ronald Allen 2. Issuer Name and Ticker or Trading Symbol NantHealth, Inc. [ NH] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) Chief Operating Officer (Last) (First) (Middle) C/O NANTHEALTH, INC., 9920 JEFFERSON BLVD. 3. Date of Earliest Transaction (MM/DD/YY) 11/06/2017 (Street) CULVER CITY, CA90232 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 11/06/2017 M 10,000 A 10,000 D Common Stock 11/06/2017 F 3,295 D $ 3.39 6,705 D Common Stock 11/06/2017 M 125,196 A 131,901 D Common Stock 11/06/2017 F 45,506 D $ 3.39 86,395 D Common Stock 11/06/2017 S 6,705 D $ 3.39 ( 4 ) 79,690 D

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 Restricted Stock Units ( 1 ) 11/06/2017 M 10,000 ( 2 ) ( 2 ) Common Stock 10,000 $ 0 110,000 D Restricted Stock Units ( 1 ) 11/06/2017 A 500,783 ( 3 ) ( 3 ) Common Stock 500,783 $ 0 500,783 D Restricted Stock Units ( 1 ) 11/06/2017 M 125,196 ( 3 ) ( 3 ) Common Stock 125,196 $ 0 375,587 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Louks Ronald Allen C/O NANTHEALTH, INC. 9920 JEFFERSON BLVD. CULVER CITY, CA90232 Chief Operating Officer Signatures /s/ Charles Kim, as Attorney-in-Fact 11/08/2017 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Each restricted stock unit ("RSU") is the economic equivalent of one share of NantHealth, Inc. common stock. ( 2 )Subject to the Reporting Person's continuing to be a service provider (as defined in the 2016 Equity Incentive Plan) through each applicable vesting date, 40,000 RSUs shall vest on October 6, 2017, with the remaining 120,000 RSUs to vest monthly in equal amounts for 12 months, beginning on November 6, 2017. Upon vesting, the issuer will withhold shares sufficient to satisfy tax withholding obligations; the issuer will then be responsible for remitting a cash payment for the related withholding taxes; and the issuer will issue to the Reporting Person a net lower number of shares. In addition, upon vesting, the issuer and the Reporting Person have agreed that the issuer will repurchase the remaining shares at the then current market value. ( 3 )Subject to the Reporting Person's continuing to be a service provider (as defined in the 2016 Equity Incentive Plan) through each applicable vesting date, 25% of the RSUs shall vest on November 6, 2017, with the remaining 75% of the RSUs to vest annually in equal installments, beginning on May 1, 2018. Upon vesting, the issuer will withhold shares sufficient to satisfy tax withholding obligations; the issuer will then be responsible for remitting a cash payment for the related withholding taxes; and the issuer will issue to the Reporting Person a net lower number of shares. ( 4 )Pursuant to the terms of the grant, the Issuer repurchased the shares at a price per share equal to the closing price on the date of vesting.

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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