Sec Form 4 Filing - Dyer Cheryl Ann @ SenesTech, Inc. - 2017-06-30

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
Dyer Cheryl Ann
2. Issuer Name and Ticker or Trading Symbol
SenesTech, Inc. [ SNES]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Pres. & Chief Research Officer
(Last) (First) (Middle)
3140 NORTH CADEN COURT, #1
3. Date of Earliest Transaction (MM/DD/YY)
06/30/2017
(Street)
FLAGSTAFF, AZ86004
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 06/30/2017 M 73,333 ( 1 ) A 461,295 D
Common Stock 06/30/2017 F 23,083 ( 1 ) D $ 5.94 ( 1 ) 438,212 D
Common Stock 100,000 I 2016 Dyer Mayer Family Delaware Trust
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
Restricted Stock Units ( 2 ) 06/30/2017 M 73,333 06/30/2017 06/30/2020 Common Stock 73,333 $ 0 146,667 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Dyer Cheryl Ann
3140 NORTH CADEN COURT, #1
FLAGSTAFF, AZ86004
X Pres. & Chief Research Officer
Signatures
/s/ Cheryl Ann Dyer 07/05/2017
Signature of Reporting Person Date
Explanation of Responses:
( 1 )These shares of Common Stock were acquired upon settlement of restricted stock units ("RSUs") granted to the reporting person on June 30, 2016. The RSUs vest over a three-year period, with one-third of the units vesting on June 30, 2017 and the remaining units vesting in equal quarterly tranches over the following twenty-four months of continuous service. On June 30, 2017, the RSUs partially settled for 50,250 shares of Common Stock, the amount of which was calculated by (a) 73,333 shares of Common Stock, the total number of shares of common stock subject to the RSUs that have vested as of June 30, 2017, less (b) 23,083 shares of Common Stock, which is the number of shares of Common Stock necessary for tax payments to be made on the reporting person's behalf per the terms of the agreement governing the RSUs.
( 2 )This transaction represents the settlement of RSUs as described in Footnote 1. One-third of the RSUs vested on June 30, 2017 and was settled for 50,250 shares of Common Stock.

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