Sec Form 4 Filing - CGI Cellerate RX, LLC @ Sanara MedTech Inc. - 2020-02-07

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 CGI Cellerate RX, LLC 2. Issuer Name and Ticker or Trading Symbol Sanara MedTech Inc. [ SMTI] 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) 1375 ENCLAVE BOULEVARD, 3. Date of Earliest Transaction (MM/DD/YY) 02/07/2020 (Street) HOUSTON, TX77077 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 02/07/2020 C 2,273,630 A 2,273,630 D ( 2 ) Common Stock 02/07/2020 C 179,101 A $ 9 ( 3 ) 2,452,731 D ( 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 Series F Convertible Preferred Stock ( 1 ) 02/07/2020 C 1,136,815 ( 1 ) ( 1 ) Common Stock 2,273,630 ( 1 ) 0 D ( 2 ) 5% Convertible Promissory Note $ 9 ( 3 ) 02/07/2020 C 08/28/2019 03/01/2021 Common Stock 179,101 ( 3 ) 0 D ( 2 )

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other CGI Cellerate RX, LLC 1375 ENCLAVE BOULEVARD HOUSTON, TX77077 X Catalyst Rochal, LLC 1375 ENCLAVE BOULEVARD HOUSTON, TX77077 X Gurasich Bradley J. 7500 RIALTO BLVD., BUILDING II SUITE 220 AUSTIN, TX78735 X Signatures CGI CELLERATE RX, LLC, by /s/ Ron Nixon and /s/ Brad Gurasich 02/11/2020 Signature of Reporting Person Date CATALYST ROCHAL, LLC, by /s/ Ron Nixon and /s/ Brad Gurasich 02/11/2020 Signature of Reporting Person Date /s/ Brad Gurasich 02/11/2020 Signature of Reporting Person Date

Explanation of Responses:

( 1 )The Series F Convertible Preferred Stock was convertible into Common Stock at any tme on a 2-for-1 basis and had no expiration date. When originally issued the conversion rate was 200-for-1, but on May 10, 2019, as a result of a 1-for-100 reverse stock split of the Common Stock, the conversion rate was automatically adjusted to a conversion rate of 2-for1 in accordance with the terms of the Series F Convertible Preferred Stock. ( 2 )Reflects shares of Common Stock owned of record by CGI Cellerate RX, LLC, which is a wholly owned subsidiary of Catalyst Rochal, LLC. Mr. Gurasich is a manager of Catalyst Rochal, LLC. By virture of these relationships, Mr. Gurasich, Catalyst Rochal, LLC and CGI Cellerate RX, LLC may be deemed to share voting and dispositive control over the Common Stock. Mr. Gurasich and Catalyst Rochal, LLC disclaim beneficial ownership of any Common Stock held or beneficially owned by CGI Cellerate RX, LLC, except to the extent of each of their pecuniary interests therein. ( 3 )The 5% Convertible Promissory Note in the principal amount of $1,500,000 was convertible into Common Stock at any time prior to maturity at an initial conversion price of $0.09 per share. As a result a 1-for-100 reverse stock split of the Common Stock on May 10, 2019, the conversion price was automatically adjusted to $9.00 per share in accordance with the terms of the Promissory Note. The terms of the Promissory Note also provided for the right of conversion of any accrued and unpaid interest. The amount of $111,911 in accrued interest was also converted into 12,434 shares of Common Stock at $9.00 per share.

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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