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	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
X	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* Krandel Judy (Last) (First) (Middle) 122 EAST 42ND STREET (Street) NEW YORK NY 10168 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol PeerStream, Inc. [ PEER ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director 10% Owner X Officer (give title below) Other (specify below) Former Chief Financial Officer
	3. Date of Earliest Transaction (Month/Day/Year) 05/07/2019
	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)
			Code	V	Amount	(A) or (D)	Price

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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Stock Option (Right to Buy)	$4.55	05/07/2019		D			142,857	(1)	11/14/2026	Common Stock	142,857	(1)	0	D
Stock Option (Right to Buy)	$3.55	05/07/2019		A		142,857		05/07/2019(2)	05/06/2029	Common Stock	142,857	$0	142,857	D

Explanation of Responses:

1. Represents the cancellation of a stock option on May 7, 2019 pursuant to a cancellation agreement. The cancelled stock option was granted on November 15, 2016. Under this stock option, the shares of common stock underlying the stock option would have vested and become exercisable in four equal annual installments, beginning on the six month anniversary of the date of grant; provided, that upon the effective date of a "change in control" (as defined in the PeerStream, Inc. 2016 Long-Term Incentive Plan (the "Plan")), 50% of the then-unvested shares would have immediately vested on the date of the change in control and the remaining 50% of the then-unvested shares would have vested on the earlier of (i) the original date such shares would have vested or (ii) the first and second anniversaries of the date of the change in control in equal installments, in each case subject to the terms and conditions of the option agreement. The reporting person received a new stock option representing the right to purchase 142,857 shares of common stock as consideration for the cancellation as disclosed herein.

2. This stock option was granted pursuant to a stock option agreement dated May 7, 2019 (the "New Option Agreement"). Pursuant to the New Option Agreement, 50% of the shares of common stock underlying this stock option vested on the date of grant, 25% of the shares of common stock underlying this stock option will vest on May 15, 2019 and 25% of the shares of common stock underlying this stock option will vest in 12 equal installments on the 15th day of each month, with the first such tranche vesting on June 15, 2019 and the last such tranche vesting on May 15, 2020; provided, that upon the effective date of a "change in control" (as defined in the Plan), 50% of the then-unvested shares immediately will vest on the date of the change in control and the remaining 50% of the then-unvested shares will vest on the earlier of (i) the original date such shares would have vested or (ii) the first and second anniversaries of the date of the change in control in equal installments, in each case subject to the terms and conditions of the New Option Agreement.

	/s/ Judy Krandel	05/08/2019
	** Signature of Reporting Person	Date
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* 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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