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^*

Frommer Jeremy

(Last)

(First)

(Middle)

63 TAUNTON LAKE ROAD

(Street)

NEWTON

06470

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
Jerrick Media Holdings, Inc. [ JMDA ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
04/17/2018

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	08/31/2018		C		178,992	A	$0.2	11,674,876	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)
Convertible Promissory Note	$0.2	04/17/2018		P		178,992		04/17/2018	⁽¹⁾	Common Stock	178,992	$0.2	178,992	D
Convertible Promissory Note	$0.2	08/31/2018		C			178,992	04/17/2018	⁽¹⁾	Common Stock	178,992	$34,000	0	D
Warrants to Purchase Common Stock	$0.2	06/29/2018		P		30,000		06/29/2018	06/29/2022	Common Stock	30,000	⁽²⁾	30,000	D
Warrant to Purchase Common Stock	$0.3	08/31/2018		A		89,496		08/31/2018	08/31/2023	Common Stock	89,496	⁽¹⁾	89,496	D

Explanation of Responses:

1. Effective August 31, 2018 Jerrick Media Holdings, Inc. (the "Company") entered into a letter agreement (the "Letter Agreement") with Mr. Jeremy Frommer whereby the Company issued to Mr. Frommer an aggregate of 178,992 shares of common stock upon the conversion of outstanding debt securities held by Mr. Frommer. Further, as inducement to enter into the Letter Agreement, Mr. Frommer was issued a warrant to purchase 89,496 shares of the Company's common stock with an exercise price of $0.30 per share. No money was paid to the Company for the foregoing transactions.

2. The 30,000 warrants to purchase shares of the Company's common stock were issued to Mr. Frommer in connection with a loan made to the Company in the principal amount of $10,000.

	/s/ Jeremy Frommer	09/07/2018
	** 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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