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^*

Kipke Arthur Karl

(Last)

(First)

(Middle)

C/O HAMPSHIRE GROUP, LLC,

500 PLAZA ON THE LAKE, SUITE #103

(Street)

AUSTIN

78746

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
AMEDICA Corp [ AMDA ]

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)
02/19/2014

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	02/19/2014		C		16,914	A	⁽¹⁾	16,914	I	By Hampshire Asset Managements, LLC⁽⁶⁾
Common Stock	02/19/2014		C		115,656	A	⁽¹⁾	115,656	I	By KM Healthcare Holdings⁽⁷⁾
Common Stock	02/19/2014		C		25,915	A	⁽²⁾⁽³⁾	25,915	I	By Hampshire Healthcare Partners⁽⁸⁾
Common Stock	02/19/2014		C		1,250,000	A	⁽⁴⁾	1,303,347	I	By Hampshire Med Tech Partners, LP⁽⁹⁾

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 D Preferred Stock	⁽¹⁾	02/19/2014		C			335,100	⁽¹⁾	⁽¹⁾	Common Stock	16,914⁽⁵⁾	$0.00	0	I	By Hampshire Asset Managements, LLC⁽⁶⁾
Series D Preferred Stock	⁽¹⁾	02/19/2014		C			2,290,600	⁽¹⁾	⁽¹⁾	Common Stock	115,656⁽⁵⁾	$0.00	0	I	By KM Healthcare Holdings⁽⁷⁾
Series D-1 Preferred Stock	⁽²⁾	02/19/2014		C			181,000	⁽²⁾	⁽²⁾	Common Stock	11,828⁽⁵⁾	$0.00	0	I	By Hampshire Healthcare Partners⁽⁸⁾
Series E Preferred Stock	⁽³⁾	02/19/2014		C			319,542	⁽³⁾	⁽³⁾	Common Stock	14,087⁽⁵⁾	$0.00	0	I	By Hampshire Healthcare Partners⁽⁸⁾
Series F Preferred Stock	⁽⁴⁾	02/19/2014		C			5,000,000	⁽⁴⁾	⁽⁴⁾	Common Stock	1,250,000⁽⁵⁾	$0.00	0	I	By Hampshire Med Tech Partners, LP⁽⁹⁾

Explanation of Responses:

1. Each share of Series D Convertible Preferred Stock converted into 1.3014 shares of the Issuer's Common Stock pursuant to the terms of the Certificate of Designation for Series D Convertible Preferred Stock of the Issuer and had no expiration date.

2. Each share of Series D-1 Convertible Preferred Stock converted into 1.6834 shares of the Issuer's Common Stock pursuant to the terms of the Certificate of Designation for Series D-1 Convertible Preferred Stock of the Issuer and had no expiration date.

3. Each share of Series E Convertible Preferred Stock converted into 1.1363 shares of the Issuer's Common Stock pursuant to the terms of the Certificate of Designation for Series E Convertible Preferred Stock of the Issuer and had no expiration date.

4. Each share of Series F Convertible Preferred Stock converted into 6.44370 shares of the Issuer's Common Stock pursuant to the terms of the Certificate of Designation for Series F Convertible Preferred Stock of the Issuer and had no expiration date.

5. Reflects a 1-for-25.7746 reverse split of the Issuer's common stock effected on February 11, 2014.

6. Shares held by Hampshire Asset Managements, LLC, of which the Reporting Person is the presdent. The Reporting Person disclaims beneficial ownership except to the extent of any pecuniary interest therein.

7. Shares held by KM Healthcare Holdings LP. The Reporting Person shares voting and dispositive power with the general partner of KM Healthcare Holdings LP. The Reporting Person disclaims beneficial ownership except to the extent of any pecuniary interest therein.

8. Shares held by Hampshire Healthcare Partners LP, of which the Reporting Person is the managing member of the general partner, Hampshire Special Opportunities, LLC. The Reporting Person disclaims beneficial ownership except to the extent of any pecuniary interest therein.

9. Shares held by Hampshire Med Tech Partners, LP, of which the Reporting Person is the managing member of the general partner, Hampshire Med Tech Partners GP, LLC. The Reporting Person disclaims beneficial ownership except to the extent of any pecuniary interest therein.

Remarks:

	/s/Jonathan Ursprung	02/21/2014
	** 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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