Sec Form 3 Filing - Bone Gregg @ VICON INDUSTRIES INC /NY/ - 2014-08-29

Insider filing report for Changes in Beneficial Ownership
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FORM 3
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
Bone Gregg
2. Issuer Name and Ticker or Trading Symbol
VICON INDUSTRIES INC /NY/ [ VII]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director X __ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
424 PEACHTREE LANE
3. Date of Earliest Transaction (MM/DD/YY)
08/29/2014
(Street)
PASO ROBLES, CA93446
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 75,761 ( 1 ) D
COMMON STOCK 1,306,350 ( 2 ) I See footnote ( 2 )
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
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Bone Gregg
424 PEACHTREE LANE
PASO ROBLES, CA93446
X
GORDIAN, INC.
424 PEACHTREE LANE
PASO ROBLES, CA93446
X
Signatures
/s/ Gregory A. Bone 09/25/2014
Signature of Reporting Person Date
/s/ Gregory A. Bone, as President of Gordian, Inc. 09/25/2014
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Represents shares of Common Stock received by Mr. Bone in exchange for 300,055 shares of common stock of IQinVision, Inc. ("IQinVision"), in connection with the stock-for-stock merger of IQinVision with VI Merger Sub, Inc., a wholly owned subsidiary of the Issuer, pursuant to which VI Merger Sub, Inc. was merged with and into IQinVision, with IQinVision surviving as a wholly-owned subsidiary of the Issuer (the "Merger").
( 2 )Represents shares of Common Stock received by Gordian, Inc. in exchange for 2,188,225 shares of common stock, 529,681 shares of Series A preferred stock and 1,073,206 shares of Series B preferred stock of IQinVision in connection with the Merger. Mr. Bone is the President, a director and the principal shareholder of Gordian, Inc. and therefore may be deemed to beneficially own the securities held by Gordian, Inc. Mr. Bone disclaims beneficial ownership of the securities held by Gordian, Inc., except to the extent of his pecuniary interest therein.

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