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^*

Comvita Ltd

(Last)

(First)

(Middle)

WILSON ROAD SOUTH

PRIVATE BAG 1

(Street)

TE PUKE

3189

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
DERMA SCIENCES, INC. [ DSCI ]

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)
04/29/2011

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	04/29/2011		X⁽¹⁾		52,084	A	$8	910,417	D
Common Stock	04/29/2011		J⁽²⁾		45,537⁽³⁾	D	$9.15⁽³⁾	864,880	D

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)
Series H Warrants	$8	04/29/2011		X⁽⁴⁾			52,084	04/18/2006	04/30/2011	Common Stock	52,084	⁽⁵⁾	0	D

Explanation of Responses:

1. The acquisition of the securities reported herein resulted from the exercise by the Reporting Person of a derivative security (Series H Warrant) exempt under Rule 16b-6(b).

2. The disposition of the securities reported herein resulted from the payment of exercise price by withholding underlying securities incident to the exercise by the Reporting Person of a derivative security (Series H Warrant) exempt under Rule 16b-6(b).

3. Reflects 45,537 underlying securities withheld by the Issuer at a 10-day average market price of $9.15 per share less an exercise price of $8.00 per share to fund the exercise price of the derivative security (Series H Warrant) exercised to acquire 6,547 underlying securities.

4. The disposition of the securities reported herein resulted from the exercise by the Reporting Person of an in-the-money derivative security (Series H Warrant) exempt under Rule 16b-6(b).

5. The securities reported herein were originally issued to a wholly-owned subsidiary of the Reporting Person in 2006 and were subsequently distributed by the subsidiary to the Reporting Person without payment of cash consideration. The distribution from subsidiary to the Reporting Person effected a change in the form of beneficial ownership exempt under Rule 16a-13 and was reported on Schedule 13G and Form 3 of Reporting Person filed April 8, 2010.

	/s/ Neil Craig, Chairman, Comvita Ltd	05/02/2011
	** 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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