Sec Form 4 Filing - SMITH MARK A @ BION ENVIRONMENTAL TECHNOLOGIES INC - 2022-09-01

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 SMITH MARK A 2. Issuer Name and Ticker or Trading Symbol BION ENVIRONMENTAL TECHNOLOGIES INC [ BNET] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director X __ 10% Owner X __ Officer (give title below) _____ Other (specify below) President (Last) (First) (Middle) 401 N. RIVERSIDE DRIVE #408 3. Date of Earliest Transaction (MM/DD/YY) 09/01/2022 (Street) POMPANO BEACH, FL33062 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 09/01/2022 A( 1 ) 60,000 A $ 0 348,077 D Common Stock 09/06/2022 G( 2 ) 60,000 D $ 0 324,077 D Common Stock 53,756 I Wife IRA Common Stock 62,535 I MAS IRA Common Stock 100,001 I Lotaylingkyur LLC( 7 ) Common Stock 12,681 I Lotaylingkyur Foundation

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 2020 Convertible Obligation $ 0.5 09/01/2022 A( 3 ) ( 3 ) ( 3 ) Common Stock $ 20,000 $ 0 $ 1,351,983.26 D 2020 Convertible Obligation $ 0.5 09/06/2022 D( 1 ) ( 1 ) ( 1 ) Common Stock $ 30,000 $ 0 $ 1,321,983.26 D Class SEPTCON Warrants $ 1 09/06/2022 A( 1 ) 60,000 ( 1 ) ( 1 ) Common Stock 60,000 $ 0 60,000 D Class SEPTCON Warrants $ 1 09/06/2022 G( 4 ) 60,000 ( 1 ) ( 1 ) Common Stock 60,000 $ 0 0 D Various Classes ( 5 ) ( 5 ) ( 5 ) Common Stock 1,271,944 1,271,944( 5 ) D Options (right to buy)( 6 ) ( 6 ) ( 6 ) ( 6 ) Common Stock 2,425,000 2,425,000( 6 ) D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other SMITH MARK A 401 N. RIVERSIDE DRIVE #408 POMPANO BEACH, FL33062 X X President Signatures /s/ Mark A. Smith 09/13/2022 Signature of Reporting Person Date

Explanation of Responses:

( 1 )On September 1, 2022, Mr. Smith converted $30,000 of principal from his 2020 Convertible note into 60,000 Units; each unit consisting of one share and one warrant with the exercise price of $1.00 until 9/1/2025. Each of these warrants carry an exercise bonus of 75%. ( 2 )On September 6, 2022, Mr. Smith gifted/donated 60,000 shares to various nonprofit entities and/or family members. ( 3 )On September 1, 2022, Mr. Smith transferred $20,000 of deferred compensation to his 2020 Convertible Note. The Balance of the 2020 Convertible Note of $1,321,983.26 is convertible into 2,643,967 units; each unit consisting of one share and one warrant with the exercise price of $1.00 until 9/1/2025 (after the transactions described in this Form 4). Each of these warrants carry an exercise bonus of 75%. ( 4 )On September 6, 2022, Mr. Smith gifted/donated 60,000 warrants to various nonprofit entities and/or family members. Each of these warrants carry an exercise bonus of 75%. ( 5 )As of September 6, 2022 Mr. Smith is the direct owner of 1,271,944 underlying warrants. These warrants are comprised of various classes, various prices, exercisable dates ranging from 2017 to 2022, expiration dates ranging from 2024 to 2025 and exercise bonus terms ranging from 75% to 90%. ( 6 )As of September 6, 2022 Mr. Smith is the direct owner of 2,425,000 underlying options. These options are comprised of various classes, various prices, exercisable dates ranging from 2018 to 2022, expiration dates ranging from 2024 to 2026 and exercise bonus terms ranging from 75% to 90%. ( 7 )Lotaylingkyur LLC is controlled by Mr. Smith and his wife.

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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