Statement of Changes in Beneficial Ownership (4)
Date : 09/30/2016 @ 2:02PM
Source : Edgar (US Regulatory)
Stock : Sanuwave Health, Inc. (QB) (SNWV)
Quote : 0.15 0.002 (1.35%) @ 4:00PM
Statement of Changes in Beneficial Ownership (4)
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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 OF SECURITIES
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
1. Name and Address of Reporting Person *
Nemelka John Fritzen 2. Issuer Name and Ticker or Trading Symbol
SANUWAVE Health, Inc. [ SNWV ] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable)
__ X __ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
1017 NORTH 1010 WEST 3. Date of Earliest Transaction (MM/DD/YYYY)
10/1/2015
(Street)
OREM, UT 84057
(City) (State) (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)
6. Individual or Joint/Group Filing (Check Applicable Line)
_ X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3) 2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. 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, $0.001 par value 552 D
Common Stock, $0.001 par value 0 I See Footnote (1)
Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. 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 7. Title and Amount of Securities Underlying Derivative Security
(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
Options $0.11 10/1/2015 A 150795 (2) 10/1/2025 Common Stock, $0.001 par value 150795 $0 150795 D
Options $0.50 10/1/2015 A 99205 (3) 10/1/2025 Common Stock, $0.001 par value 99205 $0 99205 D
Options $0.50 3/31/2016 D 99205 (4) 10/1/2025 Common Stock, $0.001 par value 99205 $0 0 D
Options $0.06 3/31/2016 A 99205 (4) 10/1/2025 Common Stock, $0.001 par value 99205 $0 99205 D
Options $0.04 6/16/2016 A 200000 (5) 6/15/2026 Common Stock, $0.001 par value 200000 $0 200000 D
Explanation of Responses:
( 1) John F. Nemelka is a Director of SANUWAVE Heath, Inc. and is also the Managing Principal of NightWatch Capital Management, LLC, which is the general partner of NightWatch Capital Partners II, L.P. ("NWCP II"). The shares of SANUWAVE Health, Inc. that were held by NWCP II were distributed to the partners on June 16, 2016.
( 2) This option for 150,795 shares fully vested on October 1, 2015.
( 3) This option for 99,205 shares fully vested on October 1, 2015.
( 4) This option for 99,205 shares had an adjustment to the exercise price from $0.50 to $0.06 per section 4 of the stock option agreement and SEC Registration File No. 333-208676.
( 5) This option for 200,000 shares fully vested on June 16, 2016.
Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
Nemelka John Fritzen
1017 NORTH 1010 WEST
OREM, UT 84057 X
Signatures
/s/ John F. Nemelka 9/30/2016
** Signature of Reporting Person Date
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.
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