Sec Form 4 Filing - Schweibold Andrew @ Helix TCS, Inc. - 2018-06-01

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 Schweibold Andrew 2. Issuer Name and Ticker or Trading Symbol Helix TCS, Inc. [ HLIX] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director X __ 10% Owner _____ Officer (give title below) X __ Other (specify below) May be part of a 13(d) Group (Last) (First) (Middle) C/O HELIX TCS, INC., 5300 DTC PARKWAY, SUITE 300 3. Date of Earliest Transaction (MM/DD/YY) 06/01/2018 (Street) GREENWOOD VILLAGE, CO80111 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 06/01/2018 A 10,182,646 A $ 0 ( 1 ) 10,182,646 I By RSF5, LLC ( 2 ) Common Stock 06/01/2018 A 1,426,235 A $ 0 ( 3 ) 1,426,235 I By RSG5, LLC ( 2 ) Common Stock 1,244,444 I By RSF4, LLC ( 4 )

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 B Preferred Stock $ 0 ( 5 ) ( 6 ) ( 6 ) Common Stock 13,784,201 13,784,201 I By RSF4, LLC ( 4 )

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Schweibold Andrew C/O HELIX TCS, INC. 5300 DTC PARKWAY, SUITE 300 GREENWOOD VILLAGE, CO80111 X X May be part of a 13(d) Group Rose Management Group LLC 41 WEST PUTNAM AVENUE GREENWICH, CT06830 X May be part of a 13(d) Group RSF5, LLC 41 WEST PUTNAM AVENUE GREENWICH, CT06830 X May be part of a 13(d) Group RSG5, LLC 41 WEST PUTNAM AVENUE GREENWICH, CT06830 X May be part of a 13(d) Group Rose Capital Fund I GP, LLC 41 WEST PUTNAM AVENUE GREENWICH, CT06830 X May be part of a 13(d) Group RSF4, LLC 41 WEST PUTNAM AVENUE GREENWICH, CT06830 X May be part of a 13(d) Group Rosenthal Jonathan 41 WEST PUTNAM AVENUE GREENWICH, CT06830 X May be part of a 13(d) Group Signatures Andrew Schweibold, By: /s/ S. Halle Vakani, by Power of Attorney 06/22/2018 Signature of Reporting Person Date Rose Management Group LLP, By: Andrew Schweibold, Principal and Jonathan Rosenthal, Principal, By: /s/ S. Halle Vakani, by Power of Attorney 06/22/2018 Signature of Reporting Person Date RSF5, LLC, By: Andrew Schweibold, Principal and Jonathan Rosenthal, Principal, By: /s/ S. Halle Vakani, by Power of Attorney 06/22/2018 Signature of Reporting Person Date RSG5, LLC, By: Andrew Schweibold, Principal and Jonathan Rosenthal, Principal, By: /s/ S. Halle Vakani, by Power of Attorney 06/22/2018 Signature of Reporting Person Date Rose Capital Fund I GP, LLC, By: Andrew Schweibold, Principal and Jonathan Rosenthal, Principal, By: /s/ S. Halle Vakani, by Power of Attorney 06/22/2018 Signature of Reporting Person Date RSF4, LLC, By: Andrew Schweibold, Principal and Jonathan Rosenthal, Principal, By: /s/ S. Halle Vakani, by Power of Attorney 06/22/2018 Signature of Reporting Person Date Jonathan Rosenthal, By: /s/ S. Halle Vakani, by Power of Attorney 06/22/2018 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Received in exchange for an aggregate of 751,890 shares of Bio-Tech Software, Inc. ("BioTrackTHC") stock in connection with its merger into Helix Acquisition Sub, Inc., a wholly-owned subsidiary of the Issuer (the "Merger"). Of the 10,182,646 shares issued to the Reporting Person in connection with the Merger, 343,094 shares are currently being held in escrow and are subject to forfeiture during the eighteen-month period following the Merger to satisfy indemnification obligations of the Issuer, if any. ( 2 )The Reporting Person and Jonathan Rosenthal are 50/50 owners of Rose Management Group, LLC which is the manager of RSF5, LLC and RSG5, LLC. The Reporting Person disclaims beneficial ownership of the stock held by RSF5, LLC and RSG5, LLC except to the extent of his pecuniary interest therein. ( 3 )Received in exchange for 146,090 shares of Bio-Tech Software, Inc. ("BioTrackTHC") stock in connection with its merger into Helix Acquisition Sub, Inc., a wholly-owned subsidiary of the Issuer (the "Merger"). Of the 1,426,235 shares issued to the Reporting Person in connection with the Merger, 76,888 shares are currently being held in escrow and are subject to forfeiture during the eighteen-month period following the Merger to satisfy indemnification obligations of the Issuer, if any. ( 4 )The Reporting Person and Jonathan Rosenthal are 50/50 owners of Rose Capital Fund I GP, LLC which is the sole manager of RSF4, LLC. The Reporting Person disclaims beneficial ownership of the stock held by RSF4, LLC except to the extent of his pecuniary interest therein. ( 5 )The Series B Preferred Stock converts to the Issuer's Common Stock on a one-for-one basis. ( 6 )The Series B Preferred Stock is convertible after May 12, 2018.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

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