Sec Form 4 Filing - Ross Edmund Burke Jr. @ AzurRx BioPharma, Inc. - 2017-06-05

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 Ross Edmund Burke Jr. 2. Issuer Name and Ticker or Trading Symbol AzurRx BioPharma, Inc. [ AZRX] 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) C/O JDJ FAMILY OFFICE SERVICES, PO BOX 962049 3. Date of Earliest Transaction (MM/DD/YY) 06/05/2017 (Street) BOSTON, MA02196 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 06/05/2017 P( 1 ) 128,572 ( 2 ) A $ 3.5 ( 1 ) 1,659,840 I See Footnote ( 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 Series A Warrants $ 4 06/05/2017 P( 4 ) 128,572 ( 4 ) 06/05/2017 12/31/2017 Common Stock 32,143 ( 4 ) ( 1 ) 32,143 ( 4 ) D Series A-1 Warrants $ 5.5 06/05/2017 P( 4 ) 128,572 ( 4 ) 12/05/2017 06/05/2022 Common Stock 96,429 ( 4 ) ( 1 ) 96,429 ( 4 ) D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Ross Edmund Burke Jr. C/O JDJ FAMILY OFFICE SERVICES PO BOX 962049 BOSTON, MA02196 X Signatures /s/ Edmund Burke Ross Jr. for himself and as manager of ADEC Private Equity Investment, LLC, as manager of EBR Ventures, LLC, and as manager of CEDA Investments, LLC 06/09/2017 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Entities associated with Mr. Ross purchased Units for a price of $3.50 per Unit. Each Unit consisted of one share of common stock, one Series A Warrant to purchase 1/4 share of common Stock, and one Series A-1 Warrant to purchase 3/4 share of common stock from AzurRx BioPharma, Inc. in a private placement exempt from registration under the Securities Act of 1933, as amended. ( 2 )Of the 128,572 shares of common stock, 100,000 were purchased by EBR Ventures, LLC and 28,572 were purchased by CEDA Investments, LLC. ( 3 )Of the 1,659,840 shares of common stock beneficially owned, 1,031,268 are held by ADEC Private Equity Investment, LLC, 600,000 are held by EBR Ventures, LLC, and 28,572 are held by CEDA Investments, LLC. Mr. Ross holds sole voting and dispositive power over the shares of Common stock and each of ADEC Private Equity Investment, LLC, EBR Ventures, LLC, and CEDA Investments, LLC disclaims beneficial ownership of the applicable shares of common stock, except to the extent of their respective pecuniary interest therein, if any, and this report shall not be deemed to be an admission that any of ADEC Private Equity Investment, LLC, EBR Ventures, LLC, or CEDA Investments, LLC is the beneficial owner of such shares of common stock for the purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose. ( 4 )Of the Series A Warrants, warrants to purchase 25,000 shares of common stock were purchased by EBR Ventures, LLC, and warrants to purchase 7,143 shares of common stock were purchased by CEDA Investments, LLC. Of the Series A-1 Warrants, warrants to purchase 75,000 shares of common stock were purchased by EBR Ventures, LLC, and warrants to purchase 21,429 shares of common stock were purchased by CEDA Investments, LLC. Mr. Ross holds sole voting and dispositive power over the shares of common stock and each of ADEC Private Equity Investment, LLC, EBR Ventures, LLC, and CEDA Investments, LLC disclaims beneficial ownership of such securities underlying the warrants, except to the extent of their respective pecuniary interest therein, if any, and this report shall not be deemed to be an admission that any of ADEC Private Equity Investment, LLC, EBR Ventures, LLC, or CEDA Investments, LLC is the beneficial owner of such securities for the purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.

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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