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* Tiburon Opportunity Fund, L.P. (Last) (First) (Middle) 13313 POINT RICHMOND BEACH ROAD NW (Street) GIG HARBOR WA 98332 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol CACHET FINANCIAL SOLUTIONS, INC. [ CAFN ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director 10% Owner Officer (give title below) X Other (specify below) Former 10% Owner
	3. Date of Earliest Transaction (Month/Day/Year) 12/18/2015
	4. If Amendment, Date of Original Filed (Month/Day/Year)	6. Individual or Joint/Group Filing (Check Applicable Line) Form filed by One Reporting Person X 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
Common stock								2,798,317	I	See footnote(1)(2)(3)(4)

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
Warrant to purchase common stock	(5)(6)							(5)(6)	(5)(6)	Common stock	(5)(6)		183,336(5)(6)	I	See footnote(1)(2)(3)(4)
Warrant to purchase common stock	(7)							(7)	(7)	Common stock	(7)		86,957(7)	I	See footnote(1)(2)(3)(4)
Convertible preferred stock	(8)(9)							(8)(9)	(8)(9)	Common stock	(8)(9)		2,500(8)(9)	I	See footnote(1)(2)(3)(4)
Warrant to purchase common stock	(8)(9)							(8)(9)	(8)(9)	Common stock	(8)(9)		571,038(8)(9)	I	See footnote(1)(2)(3)(4)
Warrant to purchase common stock	(10)							(10)	(10)	Common stock	(10)		385,000(10)	I	See footnote(1)(2)(3)(4)
Warrant to purchase common stock	(11)							(11)	(11)	Common stock	(11)		168,117(11)	I	See footnote(1)(2)(3)(4)

1. Name and Address of Reporting Person* Tiburon Opportunity Fund, L.P. (Last) (First) (Middle) 13313 POINT RICHMOND BEACH ROAD NW (Street) GIG HARBOR WA 98332 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director 10% Owner Officer (give title below) X Other (specify below) Former 10% Owner

1. Name and Address of Reporting Person* Bortel Investment Management LLC (Last) (First) (Middle) 13313 POINT RICHMOND BEACH ROAD NW (Street) GIG HARBOR WA 98332 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director 10% Owner Officer (give title below) X Other (specify below) Former 10% Owner

1. Name and Address of Reporting Person* Bortel Peter (Last) (First) (Middle) 13313 POINT RICHMOND BEACH ROAD NW (Street) GIG HARBOR WA 98332 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director 10% Owner Officer (give title below) X Other (specify below) Former 10% Owner

Explanation of Responses:

1. Tiburon Opportunity Fund, L.P. (the "Stockholder"), Bortel Investment Management LLC (the "General Partner"), and Peter Bortel are collectively referred to herein as the "Reporting Persons." The Stockholder directly owns the securities reported herein. The General Partner is the general partner of the Stockholder. Mr. Bortel is the managing member of the General Partner and controls the General Partner's activities. The General Partner and Mr. Bortel may be deemed to have beneficial ownership of the securities reported herein.The Reporting Persons status as a 10% or greater beneficial owner of Cachet Financial Solutions, Inc. (the "Issuer") terminated on December 18, 2015 and remained terminated through January 5, 2016 in light of: (FOOTNOTE CONTINUED BELOW)

2. (CONTINUED FROM NOTE 1 ABOVE) (i) the issued and outstanding shares of common stock ("Common Stock") of the Issuer increasing from 32,535,733 on November 24, 2015 to 34,137,312 on December 18, 2015 to 34,763,436 on January 5, 2016 (as each have been confirmed by the transfer agent of the Issuer) while the Reporting Persons maintained beneficial ownership of 3,351,434 shares of Common Stock (excluding shares of Common Stock underlying unexercised warrants and unconverted preferred stock subject to blocker provisions) from November 24, 2015 through January 5, 2016; and (ii) the fact that the Common Stock beneficially owned by Reporting Persons do not include Common Stock underlying warrants or preferred stock which contain blocker provisions to the extent that (FOOTNOTE CONTINUED BELOW)

3. (CONTINUED FROM NOTE 2 ABOVE) the Common Stock issuable upon the exercise of the warrants or conversion of preferred stock would result in the beneficial ownership of the Reporting Persons above 9.99% of the outstanding shares of Common Stock of the Issuer. Therefore, Reporting Persons only beneficially owned 9.99% of the outstanding shares of Common Stock of the Issuer from December 18, 2015 through January 5, 2016. More specifically, on January 5, 2016, the Reporting Persons only beneficially owned 9.99% of the issued and outstanding shares of Common Stock of the Issuer, representing 3,472,867 (9.99% of 34,763,436), consisting of: (i) 2,798,317 shares of Common Stock held by Stockholder; (ii) 553,117 shares of Common Stock underlying unexercised warrants (issued on November 16, 2015 and November 24, 2015) held by Stockholder that are not subject to blocker provisions); (FOOTNOTE CONTINUED BELOW)

4. (CONTINUED FROM NOTE 3 ABOVE) and (iii) 121,433 shares of Common Stock underlying unexercised warrants and unconverted preferred stock held by Stockholder that are subject to blocker provisions, but may be exercised or converted so long as not above 9.99%. Therefore, Reporting Persons were no longer Section 16 reporting persons from December 18, 2015 to January 5, 2016.

5. On October 22, 2014, Stockholder was issued a warrant to purchase 533,336 shares of Common Stock with an exercise price of $2.00 per share. The warrant was exercisable on October 22, 2014; provided, however, the exercise of such warrant is limited by a blocker provision, which provides that the warrant is not exercisable to the extent that Common Stock issuable upon the exercise of the warrant would result in a beneficial ownership of the reporting person above 9.99% of the issuer's outstanding shares of Common Stock. (FOOTNOTE CONTINUED BELOW)

6. (CONTINUED FROM NOTE 5 ABOVE) The warrant expires on October 22, 2019. The warrant contained anti-dilution adjustment provisions providing for the reduction of the exercise price of the warrant under certain circumstances, which were amended on June 3, 2015 to provide for "full ratchet" anti-dilution protections automatically reducing the exercise price of the warrant. Pursuant to the anti-dilution adjustment provisions of the warrant, the exercise price was reduced to $0.4816 per share on June 3, 2015. On November 6, 2015, Stockholder partially exercised the warrant to purchase 350,000 shares of Common Stock at $0.4816 per share (an aggregate of $168,560). In January 2016, pursuant to the "full ratchet" anti-dilution protection provisions of the warrant, the exercise price per share of the remaining 183,336 shares of Common Stock underlying the warrant was automatically reduced by the Issuer to $0.329 per share.

7. On February 3, 2015, Stockholder was issued a warrant to purchase 86,957 shares of Common Stock with an exercise price of $1.15 per share. The warrant was exercisable on February 3, 2015; provided, however, the exercise of such warrant is limited by a blocker provision, which provides that the warrant is not exercisable to the extent that Common Stock issuable upon the exercise of the warrant would result in a beneficial ownership of the reporting person above 9.99% of the issuer's outstanding shares of Common Stock. The warrant expires on February 3, 2020. Pursuant to an amendment to the warrant dated June 3, 2015 providing for "full ratchet" anti-dilution protection provisions automatically reducing the exercise price of the warrant, the exercise price was reduced to $0.4816 per share. In January 2016, pursuant to the "full ratchet" anti-dilution protection provisions of the warrant, the exercise price per share of the warrant was automatically reduced to $0.329 per share.

8. On June 3, 2015, Stockholder effected a private purchase for $250,000 of 2,500 shares of convertible preferred stock (convertible into 555,556 shares of Common Stock at $0.45 per share) and a warrant to purchase 571,038 shares of Common Stock at an exercise price of $0.4816 per share. The preferred stock was convertible on June 3, 2015; provided, however, the conversion of such preferred stock is limited by a blocker provision, which provides that the preferred stock is not convertible to the extent that Common Stock issuable upon the conversion of the preferred stock would result in a beneficial ownership of the reporting person above 9.99% of the issuer's outstanding shares of Common Stock. The convertibility of the preferred stock expires on June 3, 2020. The warrant was exercisable on June 3, 2015; provided, however, the exercise of such warrant is limited by a blocker provision, which provides (FOOTNOTE CONTINUED BELOW)

9. (CONTINUED FROM NOTE 8 ABOVE) that the warrant is not exercisable to the extent that Common Stock issuable upon the exercise of the warrant would result in a beneficial ownership of the reporting person above 9.99% of the issuer's outstanding shares of Common Stock. The warrant expires on June 3, 2020. The warrant and the preferred stock contain "full ratchet" anti-dilution protections automatically reducing the exercise price and conversion price, as applicable. In January 2016, pursuant to the "full ratchet" anti-dilution protection provisions of the warrant and the preferred stock, the exercise price per share of the warrant and the conversion price per share of the convertible preferred stock were automatically reduced to $0.329. In light of such reduction, the convertible preferred stock became convertible into 759,878 shares of Common Stock at $0.329 per share.

10. On November 16, 2015, to replace exercised warrants, Stockholder was issued a warrant to purchase 385,000 shares of Common Stock with an exercise price of $0.4816 per share. The warrant was exercisable on November 16, 2015 and expires on November 16, 2020. This warrant is not subject to a blocker provision nor does this warrant contain "full ratchet" anti-dilution protections that automatically reduce the exercise price of the warrant. Pursuant to an amendment to the warrant on January 5, 2016, the exercise price per share of the warrant was reduced by the Issuer to $0.329 per share.

11. On November 24, 2015, Stockholder was issued a warrant to purchase 168,117 shares of Common Stock with an exercise price of $0.4816 per share. The warrant was exercisable on November 24, 2015 and expires on November 24, 2020. This warrant is not subject to a blocker provision nor does this warrant contain "full ratchet" anti-dilution protections that automatically reduce the exercise price of the warrant. Pursuant to an amendment to the warrant on January 5, 2016, the exercise price per share of the warrant was reduced by the Issuer to $0.329 per share.

	/s/ Peter Bortel, as managing member of general partner of Tiburon Opportunity Fund, L.P.	04/08/2016
	/s/ Peter Bortel, as managing member of Bortel Investment Management LLC	04/08/2016
	/s/ Peter Bortel	04/08/2016
	** 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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