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^*

RESSLER RICHARD S

(Last)

(First)

(Middle)

C/O PRESBIA PLC

120/121 BAGGOT STREET LOWER

(Street)

DUBLIN

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
Presbia PLC [ LENS ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
08/03/2015

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)
Ordinary Shares	08/03/2015		J⁽¹⁾⁽²⁾⁽³⁾	V	3,170,582⁽¹⁾⁽²⁾⁽³⁾	A⁽¹⁾⁽²⁾⁽³⁾	$0⁽¹⁾⁽²⁾⁽³⁾	3,170,582⁽¹⁾⁽²⁾⁽³⁾	D⁽¹⁾⁽²⁾⁽³⁾
Ordinary Shares	08/03/2015		J⁽¹⁾⁽²⁾⁽³⁾	V	4,659,660⁽¹⁾⁽²⁾⁽³⁾	A⁽¹⁾⁽²⁾⁽³⁾	$0⁽¹⁾⁽²⁾⁽³⁾	4,659,660⁽¹⁾⁽²⁾⁽³⁾	I⁽¹⁾⁽²⁾⁽³⁾	See Notes⁽¹⁾⁽²⁾⁽³⁾

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)

Explanation of Responses:

1. As of August 3, 2015, Presbia Holdings, an exempted company incorporated with limited liability in the Cayman Islands, held 9,666,667 ordinary shares of Presbia PLC. The Reporting Person, directly and/or indirectly, possessed the sole power to vote and the sole power to direct the disposition of all securities of Presbia PLC held by Presbia Holdings, and accordingly, previously reported ownership of the 9,666,667 ordinary shares held by Presbia Holdings in his Section 16 reports (expressly limiting his interest in the securities reported in such reports to the extent of his pecuniary interest in Presbia Holdings).

2. In connection with the liquidation of Presbia Holdings, on August 3, 2015, Presbia Holdings distributed, by way of a dividend in specie, the 9,666,667 ordinary shares of Presbia PLC that it held to its equity holders, including the Reporting Person and certain entities that he controls, pro rata based on each such equity holder's equity ownership in Presbia Holdings. In connection with that liquidation, (i) the Reporting Person received 3,170,582 ordinary shares of Presbia PLC, (ii) Orchard Alternative Investments LP, a Delaware limited partnership, received 886,513 ordinary shares of Presbia PLC, (iii) Orchard Investments LLC, a Delaware limited liability company, received 3,773,147 ordinary shares of Presbia PLC, and (iv) the equity holders of Presbia Holdings, other than the Reporting Person and entities that he controls, received 1,836,425 ordinary shares of Presbia PLC.

3. This filing reflects the aggregate number of ordinary shares beneficially owned by the Reporting Person following the distribution associated with the liquidation of Presbia Holdings on August 3, 2015. The Reporting Person, directly and/or indirectly, possesses the sole power to vote and the sole power to direct the disposition of all securities of Presbia PLC held by Orchard Alternative Investments LP and Orchard Investments LLC. The Reporting Person's interest in the securities reported herein which are held by Orchard Alternative Investments LP and Orchard Investments LLC is limited to the extent of his pecuniary interest in such entities.

	/s/ Richard S. Ressler	08/03/2015
	** 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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