Sec Form 4 Filing - FARRIOR J REX III @ H-CYTE, INC. - 2020-07-23

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 FARRIOR J REX III 2. Issuer Name and Ticker or Trading Symbol H-CYTE, INC. [ HCYT] 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) 1306 W KENNEDY BOULEVARD 3. Date of Earliest Transaction (MM/DD/YY) 07/23/2020 (Street) TAMPA, FL33606 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) _____ Form filed by One Reporting Person __ X __ 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 07/23/2020 C 15,518,111 A $ 0.4082 15,518,111 I (SEE FOOTNOTE} ( 1 )

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 SERIES D PREFERRED STOCK $ 0.4082 07/23/2020 C 15,518,111 11/15/2019 ( 2 )( 3 ) COMMON STOCK 15,518,111 $ 0 0 I (SEE FOOTNOTE} ( 1 ) SERIES A PREFERRED STOCK ( 4 ) 09/24/2020 J( 4 ) 7,488,063 09/24/2020 ( 2 ) COMMON STOCK 7,488,063 $ 0.014 7,488,063 I (SEE FOOTNOTE} ( 1 ) STOCK PURCHASE WARRANTS $ 0.014 09/24/2020 J( 5 ) 7,488,063 09/24/2020 ( 7 ) COMMON STOCK 7,488,063 ( 5 ) 7,488,063 I (SEE FOOTNOTE} ( 1 ) SERIES A PREFERRED STOCK ( 6 ) 09/24/2020 J( 6 ) 7,142,857 09/24/2020 ( 2 ) COMMON STOCK 7,142,857 $ 0.014 14,630,920 I (SEE FOOTNOTE} ( 1 )

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other FARRIOR J REX III 1306 W KENNEDY BOULEVARD TAMPA, FL33606 X FWHC HOLDINGS, LLC 1306 W KENNEDY BOULEVARD TAMPA, FL33606 X HOA CAPITAL LLC 1306 W KENNEDY BOULEVARD TAMPA, FL33606 X FWHC BRIDGE FRIENDS, LLC 1306 W KENNEDY BOULEVARD TAMPA, FL33606 X Signatures /s/ J. Rex Farrior, III 03/15/2021 Signature of Reporting Person Date /s/ J. Rex Farrior, III, o/b/o FWHC Holdings, LLC 03/15/2021 Signature of Reporting Person Date /s/ J. Rex Farrior, III, o/b/o HOA Capital LLC 03/15/2021 Signature of Reporting Person Date /s/ J. Rex Farrior, III, o/b/o FWHC Bridge Friends, LLC 03/15/2021 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Common stock held directly by FWHC Holdings, LLC (FHWC), Series A preferred stock and warrants held directly by FWHC Bridge Friends, LLC (Bridge Friends). All held indirectly by HOA Capital LLC (HOA), the sole manager of FWHC and Bridge Friends, and J. Rex Farrior, III, the sole manager of HOA. Each of the reporting persons disclaims beneficial ownership of the securities except to the extent of its or his pecuniary interest therein. ( 2 )Redeemable at option of requisite number of holders in specified circumstances. ( 3 )Represents 14,699,757 original shares and 818,354 shares representing accumulated dividends at conversion. ( 4 )Received upon conversion of variable conversion price notes at closing of Qualified Financing. Conversion price became fixed at such closing. Series A stock is convertible into common stock on a 1:1 basis. ( 5 )Received in connection with variable conversion price notes. No additional consideration was paid for warrants. Exercise price became fixed at closing of Qualified Financing. ( 6 )Purchased as part of backstop commitment in Qualified Financing. Series A stock is convertible into common stock on a 1:1 basis. ( 7 )NOT APPLICABLE

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).

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