Sec Form 4 Filing - Breslow Warren @ AURA SYSTEMS INC - 2018-02-14

Insider filing report for Changes in Beneficial Ownership
"Insiders might sell their shares for any number of reasons, but they buy them for only one: they think the price will rise"
- Peter Lynch
What is insider trading>>
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
OMB APPROVAL
OMB Number: 3235-0287
Expires: November 30, 2011
Estimated average burden hours per response... 0.5
1. Name and Address of Reporting Person
Breslow Warren
2. Issuer Name and Ticker or Trading Symbol
AURA SYSTEMS INC [ AUSI]
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)
721 N. REXFORD DRIVE
3. Date of Earliest Transaction (MM/DD/YY)
02/14/2018
(Street)
BEVERLY HILLS, CA90210
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 02/28/2018 P 7,447,178 A $ 1.62 7,682,751 ( 1 ) ( 2 ) ( 3 ) 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
Common Stock Warrants (right to buy) $ 1.4 02/14/2018 P 900,000 ( 4 ) 02/14/2018 02/14/2023 Common Stock 900,000 $ 1.4 900,000 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Breslow Warren
721 N. REXFORD DRIVE
BEVERLY HILLS, CA90210
X
Signatures
/s/ Warren Breslow 04/03/2018
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Of the 7,682,751 shares of common stock, par value $0.0001 per share ("Common Stock"), reported on this Form 4: (a) 68,681 shares of Common Stock (the "Lancelot Shares") are held of record by Lancelot Group GP, LLC ("Lancelot") of which, Warren Breslow (the "Reporting Person") is the manager. By virtue of the Reporting Person's direct or indirect control of Lancelot, the Reporting Person may be deemed to beneficially own some or all of the Lancelot Shares but disclaims beneficial ownership of the Lancelot Shares except to the extent of the Reporting Person's pecuniary interest therein;
( 2 )(b) 135,457 shares of Common Stock (the "Texas Ridge Shares") are held of record by Texas Ridge Investment Co., A California Limited Partnership ("Texas Ridge") of which, the Reporting Person is a trustee of the general partner. By virtue of the Reporting Person's direct or indirect control of Texas Ridge, the Reporting Person may be deemed to beneficially own some or all of the Texas Ridge Shares but disclaims beneficial ownership of the Texas Ridge Shares except to the extent of the Reporting Person's pecuniary interest therein; and
( 3 )(c) 7,478,613 shares of Common Stock (the "Breslow Trustee Shares") are held of record by the Reporting Person as Trustee of The Survivor's Trust Under the Warren L. Breslow Trust (the "Breslow Trust"). By virtue of the Reporting Person's control of the Breslow Trust, the Reporting Person may be deemed to beneficially own some or all of the Breslow Trust Shares but disclaims beneficial ownership of the Breslow Trustee Shares except to the extent of the Reporting Person's pecuniary interest therein.
( 4 )The Breslow Trust was issued warrants to acquire these shares of Common Stock.

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).

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.