Sec Form 4 Filing - SMITH MARK A @ BION ENVIRONMENTAL TECHNOLOGIES INC - 2018-08-01

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) BOX 566 3. Date of Earliest Transaction (MM/DD/YY) 08/01/2018 (Street) CRESTONE, CO81131 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 08/27/2018 G( 6 ) 60,000 D $ 0 265,809 D Common Stock 09/01/2018 A( 1 ) 200,000 A $ 0.5 465,809 D Common Stock 09/01/2018 G( 2 ) 150,000 D $ 0 315,809 D Common Stock 09/01/2018 A( 2 ) 120,000 A $ 0 260,000 I Lotaylingkyur LLC Common Stock 53,756 I Wife IRA Common Stock 62,535 I MAS IRA 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 Warrants Class MASESTAUG ( 3 ) $ 0.75 08/01/2018 P 300,000 08/01/2018 06/30/2023 Common Stock 300,000 $ 0.1 300,000 D Options (right to buy) $ 0.75 08/22/2018 A( 4 ) 75,000 08/22/2018 12/31/2022 Common Stock 75,000 $ 0 75,000 D Warrants Class CONUNITSEPT ( 3 ) $ 0.75 09/01/2018 A( 1 ) 100,000 09/01/2018 12/31/2022 Common Stock 100,000 $ 0 100,000 D Warrants Class MASSEXT $ 1.5 09/01/2018 G( 5 ) 250,000 07/05/2012 12/31/2022 Common Stock 250,000 $ 0 0 D Warrants Class MASCON ( 5 ) $ 1.5 09/01/2018 G( 5 ) 250,000 06/30/2014 12/31/2022 Common Stock 250,000 $ 0 0 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other SMITH MARK A BOX 566 CRESTONE, CO81131 X X President Signatures /s/ Mark A. Smith 09/04/2018 Signature of Reporting Person Date

Explanation of Responses:

( 1 )On September 1, 2018 , Mr. Smith converted his expenses payable of $12,937 and $87,063 of deferred compensation into 200,000 units (at recent PPM price) of $.50 per unit consisting of one share of Bion common stock and 1/2 warrant. ( 2 )On September 1, 2018, Mr. Smith gifted 150,000 shares which included 120,000 to Lotaylingkyur LLC which is owned by Mr. Smith and his wife. ( 3 )Each of these purchased warrants carry a potential exercise bonus of 75 Percent and were purchased with a $30,000 secured promissory note which matures on July 1, 2020 and the Company is holding certain securities that the reporting person owns as collateral until the promissory note is satisfied. ( 4 )These options were granted to the Reporting Person by the Board of Directors effective 8/22/2018 and carry an exercise bonus of 75 percent. After this transaction the Reporting Person owns 1,300,000 options, in aggregate, with varying terms. ( 5 )Each of these gifted warrants carry and exercise bonus of 75 percent. ( 6 )On 8/27/2018 Gifts of 60,000 common shares were made to various charities and relatives.

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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