Sec Form 4 Filing - Johnson David Ian @ Enveric Biosciences, Inc. - 2021-02-15

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
Johnson David Ian
2. Issuer Name and Ticker or Trading Symbol
Enveric Biosciences, Inc. [ ENVB]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
CEO and Chairman
(Last) (First) (Middle)
C/O ENVERIC BIOSCIENCES, INC., 4851 TAMIAMI TRAIL N, SUITE 200
3. Date of Earliest Transaction (MM/DD/YY)
02/15/2021
(Street)
NAPLES, FL34103
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
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
Restricted Stock Units ( 1 ) 02/15/2021 A 1,315,807 ( 2 ) ( 2 ) Common Stock 1,315,807 $ 0 1,315,807 D
Restricted Stock Units ( 1 ) 02/15/2021 A 53,192 ( 3 ) ( 3 ) Common Stock 53,192 $ 0 1,368,999 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Johnson David Ian
C/O ENVERIC BIOSCIENCES, INC.
4851 TAMIAMI TRAIL N, SUITE 200
NAPLES, FL34103
X CEO and Chairman
Signatures
/s/ David Ian Johnson 02/17/2021
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Represents restricted stock units granted to the reporting person pursuant to the Enveric Biosciences, Inc. (the "Company") 2020 Long-Term Incentive Plan (the "Plan"). For each vested restricted stock unit, the reporting person will be entitled to receive one share of common stock upon termination of employment with or services to the Company or in connection with a change of control, as set forth in the reporting person's restricted stock unit award agreement.
( 2 )One-third (1/3rd) of the restricted stock units vested as of December 30, 2020, and the remaining two-thirds (2/3rds) of the restricted stock units shall vest in three equal tranches, with the vesting of each tranche based on the achievement of a performance milestone established by the compensation committee of the board of directors of the Company for such tranche and as set forth in the reporting person's restricted stock unit award agreement, provided the reporting person is employed by or providing services to the Company through the applicable vesting date, and subject to certain restrictions and conditions set forth in the Plan.
( 3 )The restricted stock units shall vest in tranches based on the achievement of certain Company and individual performance goals in the 2021 calendar year established by the compensation committee of the board of directors of the Company for each such tranche and as set forth in the reporting person's restricted stock unit award agreement, provided the reporting person is employed by or providing services to the Company through the applicable vesting date, and subject to certain restrictions and conditions set forth in the Plan.

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.