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^*

Billingsley Chester

(Last)

(First)

(Middle)

P.O. BOX 1709

(Street)

RAMONA

92065

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
Mentor Capital, Inc. [ MNTR ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
05/18/2017

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	05/18/2017		S	V⁽¹⁾	67,600	D	$1.4	4,403,886	D
Common Stock	05/18/2017		S	V⁽²⁾	64,803	D	$1.4	0	I	by Son⁽³⁾
Common Stock	05/18/2017		S	V⁽⁴⁾	65,851	D	$1.4	0	I	by Son⁽⁵⁾
Common Stock	05/18/2017		S	V⁽⁶⁾	24,828	D	$1.4	0	I	by Spouse⁽⁷⁾

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)

Explanation of Responses:

1. Reporting person voluntarily reports early that pursuant to his 10b5-1 contract exactly 67,600 shares will be sold between 5/18/2017 and 8/14/2017 in equal weekly sell order lots of 5,200 shares every Monday between the BID and ASK price at approximately $1.40 per share. Any residual shares remaining in the final two weeks will be sold at a market price.

2. Reporting person's son voluntarily reports early that pursuant to his 10b5-1 contract exactly 64,083 shares will be sold between 5/18/2017 and 8/14/2017 in equal weekly sell order lots of 5,000 shares every Tuesday between the BID and ASK price at approximately $1.40 per share. Any residual shares remaining in the final two weeks will be sold at a market price.

3. Directly held by reporting person's son. The reporting person disclaims beneficial ownership of the issuer's common stock that his son holds.

4. Reporting person's son voluntarily reports early that pursuant to his 10b5-1 contract exactly 65,851 shares will be sold between 5/18/2017 and 8/14/2017 in equal weekly sell order lots of 5,000 shares every Wednesday between the BID and ASK price at approximately $1.40 per share. Any residual shares remaining in the final two weeks will be sold at a market price.

5. Directly held by reporting person's son. The reporting person disclaims beneficial ownership of the issuer's common stock that his son holds.

6. Reporting person's spouse voluntarily reports early that pursuant to her 10b5-1 contract exactly 24,828 shares will be sold between 5/18/2017 and 8/14/2017 in equal weekly sell order lots of 1,900 shares every Thursday between the BID and ASK price at approximately $1.40 per share. Any residual shares remaining in the final two weeks will be sold at a market price.

7. Directly held by reporting person's spouse. The reporting person disclaims beneficial ownership of the issuer's common stock that his spouse holds.

	/s/ Chester Billingsley	05/22/2017
	** 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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