SEC FORM 3

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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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1. Name and Address of Reporting Person^*

Darivoff Philip

(Last)

(First)

(Middle)

C/O INTEGRITY APPLICATIONS, INC.

19 HA'YAHALOMIM ST. P.O. BOX 12163

(Street)

ASHDOD

7760049

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
11/09/2016

3. Issuer Name and Ticker or Trading Symbol
Integrity Applications, Inc. [ IGAP ]

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

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

5. 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 Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock, par value $0.001 per share	414,372	I	By Vayikra Capital, LLC⁽¹⁾

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Series B Preferred Stock	⁽²⁾	⁽³⁾	Common Stock, par value $0.001 per share	⁽⁴⁾	$5.8	I	By Vayikra Capital, LLC⁽¹⁾
Series B-1 Warrant	08/29/2014	08/29/2019	Common Stock, par value $0.001 per share	⁽⁵⁾	$5.8	I	By Vayikra Capital, LLC⁽¹⁾
Series B-1 Warrant	01/01/2015	01/01/2020	Common Stock, par value $0.001 per share	⁽⁶⁾	$5.8	I	By Vayikra Capital, LLC⁽¹⁾
Series B-2 Warrant	08/29/2014	08/29/2019	Common Stock, par value $0.001 per share	⁽⁷⁾	$10	I	By Vayikra Capital, LLC⁽¹⁾
Series B-2 Warrant	01/01/2015	01/01/2020	Common Stock, par value $0.001 per share	⁽⁸⁾	$10	I	By Vayikra Capital, LLC⁽¹⁾

Explanation of Responses:

1. The securities are held by Vayikra Capital, LLC, of which the Reporting Person is the sole member. The Reporting Person disclaims beneficial ownership of these securities, except to the extent of any pecuniary interest therein and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose.

2. Each share of Series B Preferred Stock may be converted into Common Stock at any time at the option of the Reporting Person.

3. The Series B Preferred Stock has no expiration date.

4. The Reporting Person owns shares of Series B Preferred Stock convertible into 107,759 shares of Common Stock. The conversion of such Series B Preferred Stock is limited by the beneficial ownership limitation included in the certificate of designations for the Series B Preferred Stock which provides that Vayikra Capital, LLC will not be permitted to convert such securities if such conversion would cause such holder to beneficially own more than 9.99% of the outstanding number of shares of Common Stock outstanding after giving effect to such conversion. The amount of shares of Common Stock of which such Series B Preferred Stock is convertible into was calculated without giving effect to any ownership limitation of the Reporting Person.

5. The Reporting Person owns Series B-1 Warrants exercisable into 43,104 shares of Common Stock. The exercise of such Series B-1 Warrants is limited by the beneficial ownership limitation included in Vayikra Capital, LLC's Series B warrants which provides that Vayikra Capital, LLC will not be permitted to exercise such securities if such exercise would cause such holder to beneficially own more than 9.99% of the outstanding number of shares of Common Stock outstanding after giving effect to such exercise. The amount of shares of Common Stock of which such Series B-1 Warrants is exercisable into was calculated without giving effect to any ownership limitation of the Reporting Person.

6. The Reporting Person owns Series B-1 Warrants exercisable into 64,655 shares of Common Stock. The exercise of such Series B-1 Warrants is limited by the beneficial ownership limitation included in Vayikra Capital, LLC's Series B warrants which provides that Vayikra Capital, LLC will not be permitted to exercise such securities if such exercise would cause such holder to beneficially own more than 9.99% of the outstanding number of shares of Common Stock outstanding after giving effect to such exercise. The amount of shares of Common Stock of which such Series B-1 Warrants is exercisable into was calculated without giving effect to any ownership limitation of the Reporting Person.

7. The Reporting Person owns Series B-2 Warrants exercisable into 43,104 shares of Common Stock. The exercise of such Series B-2 Warrants is limited by the beneficial ownership limitation included in Vayikra Capital, LLC's Series B warrants which provides that Vayikra Capital, LLC will not be permitted to exercise such securities if such exercise would cause such holder to beneficially own more than 9.99% of the outstanding number of shares of Common Stock outstanding after giving effect to such exercise. The amount of shares of Common Stock of which such Series B-2 Warrants is exercisable into was calculated without giving effect to any ownership limitation of the Reporting Person.

8. The Reporting Person owns Series B-2 Warrants exercisable into 64,655 shares of Common Stock. The exercise of such Series B-2 Warrants is limited by the beneficial ownership limitation included in Vayikra Capital, LLC's Series B warrants which provides that Vayikra Capital, LLC will not be permitted to exercise such securities if such exercise would cause such holder to beneficially own more than 9.99% of the outstanding number of shares of Common Stock outstanding after giving effect to such exercise. The amount of shares of Common Stock of which such Series B-2 Warrants is exercisable into was calculated without giving effect to any ownership limitation of the Reporting Person.

	/s/ Philip Darivoff	11/21/2016
	** 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 5 (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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