Sec Form 4 Filing - CROXALL DOUGLAS B @ Crown Electrokinetics Corp. - 2021-09-29

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 CROXALL DOUGLAS B 2. Issuer Name and Ticker or Trading Symbol Crown Electrokinetics Corp. [ CRKN] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director X __ 10% Owner X __ Officer (give title below) _____ Other (specify below) Chief Executive Officer (Last) (First) (Middle) C/O CROWN ELECTROKINETICS CORP., 11601 WILSHIRE BLVD., SUITE 2240 3. Date of Earliest Transaction (MM/DD/YY) 09/29/2021 (Street) LOS ANGELES, CA90025 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 Restricted Stock Award( 1 ) 09/29/2021 A 238,095 A $ 0 238,095 D

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 Unit( 2 ) ( 4 ) 09/29/2021 A 1,061,905 ( 3 ) ( 4 ) Common Stock 1,061,905 ( 4 ) 1,061,905 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other CROXALL DOUGLAS B C/O CROWN ELECTROKINETICS CORP. 11601 WILSHIRE BLVD., SUITE 2240 LOS ANGELES, CA90025 X X Chief Executive Officer Signatures /s/ Douglas B. Croxall 12/17/2021 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Issued as reimbursement for certain fees and expenses previously advanced to third parties by the Reporting Person. ( 2 )Awarded in connection with the listing of the Issuer's common stock on The Nasdaq Stock Market pursuant to the Issuer's 2020 Employee Incentive Plan in satisfaction of the Reporting Person's entitlement to such award as set forth in the Reporting Person's employment agreement with the Issuer. Each restricted stock unit represents a contingent right to receive one share of the Issuer's Common Stock. Certain of these restricted stock units were issued as reimbursement for securities previously held by the Reporting Person that were cancelled by the Issuer. ( 3 )The restricted stock units vest on January 26, 2022, subject to the Reporting Person remaining in continuous service with the Issuer through such date. In the event of a change in control of the Issuer, all then-unvested restricted stock units will vest as of the date of such change in control; if the Reporting Person terminates service with the Issuer as a result of his death, disability or a termination by the Issuer without cause, 100% of the unvested restricted stock units will vest as of the date of such termination. Share of unrestricted Common Stock of the Issuer will be issued with respect to vested restricted stock units on the earliest to occur of (1) January 26, 2022; (2) the Reporting Person's separation from service; (3) a change in control; or (4) the Reporting Person's death. ( 4 )Not applicable.

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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