SEC FORM 4

SEC Form 4

FORM 4

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
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Osborn Keith D.

(Last)

(First)

(Middle)

2480 BRIARCLIFF RD NE, #6,

SUITE 159

(Street)

ATLANTA

30329

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
Vystar Corp [ VYST ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

Director	X	10% Owner
Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
06/02/2015

4. If Amendment, Date of Original Filed (Month/Day/Year)

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. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	06/10/2015		X		116,200	A	$0.03	5,431,942	I	By Sound Investment Partners, LLC⁽¹⁾
Common Stock	06/10/2015		X		500,000	A	$0.03	3,709,000	D
Common Stock								200,000	I	by Trust⁽²⁾
Common Stock								2,500,000	I	By 401(k) plan
Common Stock								155,000	I	As custodian for minor child

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 (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	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 (Month/Day/Year)		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: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock Warrant (Right to Buy)	$0.05	06/02/2015		D⁽³⁾			116,204	03/06/2014	03/06/2016	Common Stock	116,204	$0.00	0	I	By Sound Investment Partners, LLC⁽¹⁾
Common Stock Warrant (Right to Buy)	$0.03	06/02/2015		A⁽³⁾		116,204		03/06/2014	03/06/2016	Common Stock	116,204	$0.00	116,204	I	By Sound Investment Partners, LLC⁽¹⁾
Common Stock Warrant (Right to Buy)	$0.05	06/02/2015		D⁽³⁾			500,000	03/07/2014	03/07/2016	Common Stock	500,000	$0.00	0	D
Common Stock Warrant (Right to Buy)	$0.03	06/02/2015		A⁽³⁾		500,000		03/07/2014	03/07/2016	Common Stock	500,000	$0.00	500,000	D
Common Stock Warrant (Right to Buy)	$0.03	06/10/2015		X			116,200	03/06/2014	03/06/2016	Common Stock	116,200	$0.00	0	I	By Sound Investment Partners, LLC⁽¹⁾
Common Stock Warrant (Right to Buy)	$0.03	06/10/2015		X			500,000	03/07/2014	03/07/2016	Common Stock	500,000	$0.00	0	D

Explanation of Responses:

1. The securities are held by Sound Investment Partners, LLC. The reporting person is the Manager of Sound Investment Partners, LLC.

2. The shares are held by the Keith D. Osborn 1991 life insurance trust, for which the reporting person's spouse is the sole trustee.

3. The reported transaction involved an amendment of the exercise price of an outstanding warrant, resulting in the deemed cancellation of the "old" warrant and the grant of a replacement warrant.

Remarks:

	Keith D. Osborn, M.D.	07/15/2015
	** 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).
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