Sec Form 4/A Filing - Tsirigakis Prokopios Akis @ Phunware, Inc. - 2018-12-26

FORM 4/A 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 Tsirigakis Prokopios Akis 2. Issuer Name and Ticker or Trading Symbol Phunware, Inc. [ PHUN] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director X __ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) C/O PHUNWARE, INC., 7800 SHOAL CREEK BLVD, SUITE 230-S 3. Date of Earliest Transaction (MM/DD/YY) 12/26/2018 (Street) AUSTIN, TX78757 4. If Amendment, Date Original Filed (MM/DD/YY) 12/28/2018 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 Warrants to Purchase Common Stock $ 11.5 12/26/2018 J 1,992,622 ( 1 ) 01/25/2019 12/26/2023( 1 ) Common Stock 1,992,622 ( 1 ) $ 0.5 2,362,251 ( 3 ) I ( 2 ) See Footnote ( 2 ) Warrants to Purchase Common Stock $ 11.5 12/26/2018 J 352,473 ( 4 ) 01/25/2019 12/26/2023 Common Stock 352,473 ( 4 ) $ 0.5 2,714,724 I ( 2 ) See Footnote ( 2 )

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Tsirigakis Prokopios Akis C/O PHUNWARE, INC. 7800 SHOAL CREEK BLVD, SUITE 230-S AUSTIN, TX78757 X X Signatures /s/ Matt Aune, Attorney-in-Fact 02/13/2019 Signature of Reporting Person Date

Explanation of Responses:

( 1 )The number of derivative securities (and underlying securities) acquired on December 26, 2018 and listed on the Form 4 filed for the Reporting Person on December 28, 2018 was incorrectly listed as 3,985,244 shares and provided an expiration date of 8/23/2021 as a result of a typographical error. ( 2 )Prokopios (Akis) Tsirigakis is the sole officer and director Astra Maritime Corp and Dominium Investments Inc. (the "Sponsors") and accordingly is deemed the beneficial owner of the shares held by these organizations and has sole voting and dispositive control over such securities. ( 3 )The number of shares underlying the warrants was previously listed on the Form 4 filed for the Reporting Person on December 28, 2018, as 4,354,873 shares as a result of typographical error as explained in item (1) above. ( 4 )The Sponsors were transferred 352,473 warrants to purchase common stock by George Syllantavos.

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).

** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

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