Sec Form 4 Filing - Peng Huaizheng @ HELIUS MEDICAL TECHNOLOGIES, INC. - 2019-12-07

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 Peng Huaizheng 2. Issuer Name and Ticker or Trading Symbol HELIUS MEDICAL TECHNOLOGIES, INC. [ HSDT] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director _____ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) C/O HELIUS MEDICAL TECHNOLOGIES, INC., 642 NEWTOWN YARDLEY ROAD, SUITE 100 3. Date of Earliest Transaction (MM/DD/YY) 12/07/2019 (Street) NEWTOWN, PA18940 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 Stock Option (Right to Buy) $ 4.48 12/07/2019 D( 1 ) 10,000 ( 2 ) 12/31/2020 Class A Common Stock 10,000 $ 0 0 D Stock Option (Right to Buy) $ 4.48 12/07/2019 A( 1 ) 10,000 ( 2 ) 12/31/2025 Class A Common Stock 10,000 $ 0 10,000 D Stock Option (Right to Buy) $ 5.35 12/07/2019 D( 3 ) 15,000 ( 2 ) 07/13/2020 Class A Common Stock 15,000 $ 0 0 D Stock Option (Right to Buy) $ 5.35 12/07/2019 A( 3 ) 15,000 ( 2 ) 07/13/2026 Class A Common Stock 15,000 $ 0 15,000 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Peng Huaizheng C/O HELIUS MEDICAL TECHNOLOGIES, INC. 642 NEWTOWN YARDLEY ROAD, SUITE 100 NEWTOWN, PA18940 X Signatures /s/ Philippe Deschamps, Attorney-in-Fact 12/16/2019 Signature of Reporting Person Date

Explanation of Responses:

( 1 )These two reported transactions involved an amendment of an outstanding option originally granted on December 31, 2015 resulting in the deemed cancellation of the December 31, 2015 option and the grant of a replacement option with the same terms other than the expiration date. ( 2 )Immediately exercisable. ( 3 )These two reported transactions involved an amendment of an outstanding option originally granted on July 13, 2016 resulting in the deemed cancellation of the July 13, 2016 option and the grant of a replacement option with the same terms other than the expiration date.

Remarks: Effective January 22, 2018, the Issuer effected a 1-for-5 reverse stock split of the Issuer's Class A Common Stock. All share numbers herein give effect to the reverse stock split. In addition, all conversion or exercise prices of derivative securities in column 2 of Table II herein are translated into U.S. Dollars from Canadian dollars.

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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