SEC FORM 3

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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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1. Name and Address of Reporting Person^*

Simpson John D.

(Last)

(First)

(Middle)

400 CHESAPEAKE DRIVE

(Street)

REDWOOD CITY

94063

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
07/12/2016

3. Issuer Name and Ticker or Trading Symbol
Avinger Inc [ AVGR ]

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Sr. VP, Sales & Marketing

5. 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 Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common stock	37,037	I	John David Simpson Trustee of Simpson Trust Dated 12/9/08
Common stock	5,036	I	John David Simpson Trustee of Simpson Trust Dated 12/9/08
Common stock	76,490	I	John David Simpson Trustee of Simpson Trust Dated 12/9/08
Common stock	30,974	I	John David Simpson Trustee of Simpson Trust Dated 12/9/08
Common stock	39,681	I	John David Simpson Trustee of Simpson Trust Dated 12/9/08
Common stock	62,379	I	John David Simpson Trustee of Simpson Trust Dated 12/9/08
Common stock	986	I	John David Simpson Trustee of Simpson Trust Dated 12/9/08

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Option (right to buy)	12/31/2014	12/31/2024	Common Stock	22,222	$4.5	D
Option (right to buy)	12/31/2014	12/31/2024	Common Stock	36,161	$4.5	D
Option (right to buy)	03/09/2010	03/09/2020	Common Stock	5,747	$4.95	D
Option (right to buy)	06/16/2010	07/01/2020	Common Stock	4,738	$4.95	D
Option (right to buy)	07/29/2011	07/29/2021	Common Stock	952	$12.6	D
Option (right to buy)	07/29/2011	07/29/2021	Common Stock	7,936	$12.6	D
Option (right to buy)	05/01/2013	05/01/2023	Common Stock	4,938	$20.25	D
Option (right to buy)	05/01/2013	05/01/2023	Common Stock	10,211	$20.25	D
Stock Option (Right to Buy)	03/03/2017⁽¹⁾	03/03/2026	Stock Option (Right to Buy)	15,000	$12.99	D
Restricted Stock Units	03/03/2017	⁽³⁾	Common stock	7,500⁽⁴⁾	⁽²⁾	D
Warrants	09/02/2014	09/02/2016	Common stock	27,777	$12.6	I	John David Simpson Trustee of Simpson Trust dated 12/9/08

Explanation of Responses:

1. The stock options vest 25% on the first anniversary of the transaction date and monthly thereafter in 36 equal increments.

2. No exercise price for this type of award

3. No expiration date for this type of award

4. Reporting person received a grant under the 2015 Plan of RSUs with a grant date fair value of $12.99 per share. The RSUs vest annually over four years in equal increments.

Remarks:

	/s/ John D Simpson	07/22/2016
	** 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 5 (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.