Sec Form 4 Filing - Aklog Lishan @ PAVmed Inc. - 2016-05-19

Insider filing report for Changes in Beneficial Ownership
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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
Aklog Lishan
2. Issuer Name and Ticker or Trading Symbol
PAVmed Inc. [ PAVM]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director X __ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Chairman and CEO
(Last) (First) (Middle)
ONE GRAND CENTRAL PLACE, SUITE 4600
3. Date of Earliest Transaction (MM/DD/YY)
05/19/2016
(Street)
NEW YORK, NY10165
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 05/19/2016 P 1,400 A 3,400 D
Common Stock 05/20/2016 P 1,700 A 5,100 D
Common Stock 5,713,879 I By HCFP/Capital Partners III LLC ( 3 )
Common Stock 2,520,532 I By Pavilion Venture Partners LLC ( 4 )
Common Stock 87,020 I By HCFP Inc. ( 5 )
Common Stock 125,000 I By HCFP/Capital Partners IIIB LLC ( 6 )
Common Stock 20,000 I By HCFP/AG LLC ( 7 )
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securit ies)
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
Warrants $ 5 05/19/2016 P 1,400 10/28/2016 01/29/2022 Common Stock 1,400 ( 1 ) 3,400 D
Warrants $ 5 05/20/2016 P 1,700 10/28/2016 01/29/2022 Common Stock 1,700 ( 2 ) 5,100 D
Warrants $ 5 10/28/2016 01/29/2022 Common Stock 5,713,879 5,713,879 I By HCFP/Capital Partners III LLC ( 3 )
Warrants $ 5 10/28/2016 01/29/2022 Common Stock 12,000 2,220,532 I By Pavilion Venture Parnters LLC ( 4 )
Warrants $ 5 10/28/2016 01/29/2022 Common Stock 87,020 387,020 I By HCFP Inc. ( 5 )
Warrants $ 5 10/28/2016 01/29/2022 Common Stock 125,000 125,000 I By HCFP/Capital Partners IIIB LLC ( 6 )
Warrants $ 5 10/28/2016 01/29/2022 Common Stock 20,000 20,000 I By HCFP/AG LLC ( 7 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Aklog Lishan
ONE GRAND CENTRAL PLACE
SUITE 4600
NEW YORK, NY10165
X X Chairman and CEO
HCFP/Capital Partners III LLC
ONE GRAND CENTRAL PLACE
SUITE 4600
NEW YORK, NY10165
X
Pavilion Venture Partners LLC
ONE GRAND CENTRAL PLACE
SUITE 4600
NEW YORK, NY10165
X
Signatures
/s/ Dr. Lishan Aklog 05/23/2016
Signature of Reporting Person Date
/s/ Dr. Lishan Aklog, as manager of HCFP/Capital Partners III LLC 05/23/2016
Signature of Reporting Person Date
/s/ Dr. Lishan Aklog, as manager of Pavilion Venture Partners LLC 05/23/2016
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The reporting person purchased units, each unit consisting of one share of the issuer's common stock and one warrant. Each warrant entitles the holder to purchase one share of the issuer's common stock at an exercise price of $5.00 per share, subject to adjustment.The units were purchased at an weighted average price of approximately $9.4387 per unit. These units were purchased in multiple transactions at prices ranging from $8.9998 to $9.60, inclusive. The reporting person undertakes to provide to PAVmed Inc., any security holder of PAVmed Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of units sold at each separate price within the ranges set forth this footnote to this Form 4.
( 2 )The reporting person purchased units, each unit consisting of one share of the issuer's common stock and one warrant. Each warrant entitles the holder to purchase one share of the issuer's common stock at an exercise price of $5.00 per share, subject to adjustment.The units were purchased at an weighted average price of approximately $9.3387 per unit. These units were purchased in multiple transactions at prices ranging from $8.50 to $9.60, inclusive. The reporting person undertakes to provide to PAVmed Inc., any security holder of PAVmed Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of units sold at each separate price within the ranges set forth in Footnote 1 and 3 to this Form 4.
( 3 )Dr. Aklog is a member and a co-manager of HCFP/Capital Partners III LLC, and shares joint voting and dispositive power over the shares held by this entity. Dr. Aklog disclaims beneficial ownership of shares held by this entity, except to the extent of his proportionate pecuniary interest therein.
( 4 )Dr. Aklog is a member and sole manager of Pavilion Venture Partners LLC, and has sole voting and dispositive power over the shares held by this entity. Dr. Aklog disclaims beneficial ownership of shares held by this entity, except to the extent of his proportionate pecuniary interest therein.
( 5 )Dr. Aklog is a controlling shareholder of HCFP Inc., and shares joint voting and dispositive power over the shares held by this entity. Dr. Aklog disclaims beneficial ownership of shares held by this entity, except to the extent of his proportionate pecuniary interest therein.
( 6 )Dr. Aklog is a member and a co-manager of the entity that acts as sole manager of HCFP/Capital Partners IIIB LLC, and shares joint voting and dispositive power over the shares held by this entity. Dr. Aklog disclaims beneficial ownership of shares held by this entity, except to the extent of his pecuniary interest therein.
( 7 )Dr. Aklog is a co-manager of HCFP/AG LLC, and shares joint voting and dispositive power over the shares held by this entity. Dr. Aklog disclaims beneficial ownership of shares held by this entity, except to the extent of his pecuniary interest therein.

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* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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