Sec Form 4 Filing - Lustgarten Shai Shalom @ OMNIQ Corp. - 2021-04-08

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 Lustgarten Shai Shalom 2. Issuer Name and Ticker or Trading Symbol OMNIQ Corp. [ OMQS] 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 OMNIQ CORP. 1865 WEST 2100 SOUTH 3. Date of Earliest Transaction (MM/DD/YY) 04/08/2021 (Street) SALT LAKE CITY,, UT84119 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 04/08/2021 04/08/2021 M( 1 ) 57,026 ( 1 ) A $ 2.2 803,834 ( 3 ) I See footnote ( 3 )

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 Warrant $ 2.2 04/08/2021 04/08/2021 M( 1 ) 75,000 ( 1 ) ( 1 ) 08/02/2021( 1 ) Common Stock 75,000 ( 2 ) 0 ( 1 ) D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Lustgarten Shai Shalom C/O OMNIQ CORP. 1865 WEST 2100 SOUTH SALT LAKE CITY,, UT84119 X X Chief Executive Officer Signatures /s/ Shai Lustgarten 04/12/2021 Signature of Reporting Person Date

Explanation of Responses:

( 1 )The stock options exercised herein reflect the cashless exercise of certain options issued in August 2017 scheduled to expire on August 2, 2021. In connection with the Company's 2014 Option Plan, 1,500,000 stock options were granted to Mr. Lustgarten on August 2, 2017. Following the Company's 1-for-20 reverse stock split of its common stock, effective, November 20, 2019, the number of options to be exercised is 75,000. Following the net exercise, Mr. Lustgarten has no more options from the August 2017 grant. ( 2 )Upon exercise, the underlying net options convert into shares of the issuer's common stock on a one-for-one basis, after giving effect to the 20:1 reverse stock split. ( 3 )Prior to the transaction reported herein, Walefar Investments Ltd. held 746,808 shares of the issuer's common stock, which is beneficially owned by Mr. Lustgarten.

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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